Author Info for A&O Shearman

Maxime Aarts

The Netherlands: a review of cross-border white collar crime and investigations developments

Dutch authorities continued their focus on enforcement of white-collar crimes in 2024, particularly regarding sanctions violations, environmental crimes, and tax fraud, scrutinizing the conduct of senior executives in those… more

Anti-Corruption, Anti-Money Laundering, Artificial Intelligence, Compliance, Corporate Governance

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Simon Aarts

Termination Of Credit Agreements — Not Always Straightforward

Whether a bank may validly terminate a credit agreement, even on the basis of a contractually agreed termination provision, is often not straightforward and depends on the type of borrower, the availability of alternative… more

Borrowers, Credit Agreements, Duty of Care, Loan Agreements, Netherlands

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Sanjarbek Abdukhalilov

Catching the Second Industrial Development Wave: Saudi Arabia’s National Industrial Development and Logistic Program

The focus of this article is on the “National Industrial Development and Logistics Program” (the “NIDLP”), one of the Kingdom of Saudi Arabia’s (the “Kingdom”) programs that aims to make Saudi Vision 2030 a reality. The NIDLP… more

Business Development, Economic Development, Real Estate Development, Saudi Arabia, Urban Planning & Development

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Charlotte Abell

Pensions Academy, Autumn 2022: what we covered

Throughout the week of 31 October 2022 we hosted our Pensions Academy Online - an update on issues for pension schemes and the people that run them. Please find a summary of the key takeaways from the week below… more

Employee Benefits, Pension Schemes, Pensions, UK

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Kfir Abutbul

Preferred and structured equity investments in the spotlight amid uncertain markets

Preferred equity investing is on the rise amid a search for yield and a fall in the number of high-quality assets coming to market. Here we explore the growing appeal of preferred equity instruments, outline the terms that are… more

Acquisitions, Capital Markets, Due Diligence, Financial Markets, Investment

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Ghazi AbuYounis

The world needs different

Becoming a truly diverse and inclusive organisation remains a top priority, as A&O adds disability and social mobility to its focus… more

Business Strategies, Career Development, Disabilities, Diversity, Diversity and Inclusion Standards (D&I)

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Lucy Aconley

Enhancing the insolvency tools for insurance companies

In July 2022, the UK government proposed two key changes to the existing insolvency arrangements in respect of insurance companies as part of a wider set of reforms to the existing Financial Services and Markets Act 2000 (FSMA… more

FSMA, Insolvency, Insurance Industry, Reinsurance, UK

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Frederiek Adams

The tender principles for the development of the Belgian offshore Princess Elisabeth Zone

The Belgian subsidy regime in support of offshore wind developments is undergoing some important changes. Very recently, through Royal Decrees of 23 May and 26 May 2023 and an amendment of the Electricity Act soon to be… more

Belgium, Energy Policy, Energy Projects, Infrastructure, Offshore Wind

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John Adams

Great Fund Insights: ESMA Guidelines on funds’ names: Tell me your fund name, I’ll tell you your fund strategy

On 14 May 2024, ESMA published its final guidelines on funds’ names using ESG or sustainability-related terms (the Guidelines). As a result, the use of certain environmental, social and governance (ESG) or… more

Alternative Investment Fund Managers Directive (AIFMD), Asset Management, Closed-End Funds, Environmental Social & Governance (ESG), EU

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Luke Adams

Want to be a millionaire? Just remember to read the small print

“Match any of the WINNING NUMBERS to any of YOUR NUMBERS to win PRIZE.” In rejecting a lottery player’s reliance on this term, the High Court allowed the small print to prevail… more

Contests & Promotions, Contract Terms, Lottery, Prizes

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Ferhat Afkar

PLN's ‘Beyond the Greenest’ electricity supply plan

On May 26, 2025, after years of anticipation, Indonesia’s energy sector received a major boost : PLN secured the long-awaited approval from the Minister of Energy and Mineral Resources (Minister) for its new general plan for… more

Clean Energy, Electricity, Energy Policy, Energy Projects, Energy Storage

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Aashna Agarwal

The Mumbai Centre for International Arbitration Releases New Rules

The Mumbai Centre for International Arbitration (MCIA) has released its 2025 Arbitration Rules, introducing major updates to streamline proceedings, enhance transparency, and align with global best practices. This post… more

Amended Rules, Arbitration Agreements, Arbitration Awards, Commercial Litigation, Contract Disputes

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Dr Börries Ahrens

EU Foreign Subsidy Regulation: General Court refuses to suspend EC request for mailboxes located in China

In the context of a dawn raid under the EU Foreign Subsidy Regulation (FSR), the EU General Court (GC) has refused to suspend the European Commission (EC)’s request to access employees’ mailboxes located in China… more

Antitrust Division, China, EU, European Commission, Foreign Subsidies

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Sheila Ahuja

The Mumbai Centre for International Arbitration Releases New Rules

The Mumbai Centre for International Arbitration (MCIA) has released its 2025 Arbitration Rules, introducing major updates to streamline proceedings, enhance transparency, and align with global best practices. This post… more

Amended Rules, Arbitration Agreements, Arbitration Awards, Commercial Litigation, Contract Disputes

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Shruti Ajitsaria

Embracing legal tech: A game-changer for IPO success

This tech-driven approach is not just an option; it's a necessity. Michael Bloch, Partner at A&O, explains, "IPOs are incredibly complex, but we are exploring ways to make them less painful for everyone involved through the… more

Acquisitions, Capital Markets, Corporate Governance, Disclosure Requirements, EU

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Lee Alam

Six indicia of a strong corporate whistleblower program: new Australian guidance

A new report from the Australian Securities and Investments Commission (ASIC) should prompt companies to consider whether any changes need to be made to align their whistleblower program with ASIC’s proposed “good practices”… more

ASIC, Australia, The Corporations Act, Whistleblower Protection Policies, Whistleblowers

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Carolyn Aldous

Great Fund Insights: Asset managers in the Middle East gear up for a busy time

Despite challenges around fundraising and heightened investor and regulatory scrutiny in an uncertain economic climate, alternative asset managers in the Middle East are continuing to have a busy year. Here, A&O Middle East… more

Asset Management, Banking Sector, Banks, Financial Institutions, Investment

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Omar Alkaffas

Energy & Infrastructure Insight – Autumn 2020 – Issue 3

We are pleased to publish the Third Edition of our Energy & Infrastructure Insight, providing information and analysis of the current issues facing the energy and infrastructure sectors across the globe. In this latest… more

Carbon Emissions, Climate Change, Discharge of Pollutants, Energy Sector, EU

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Aseel Alkathiry

The New KSA Civil Code: Termination of Contracts

Prior to the new Civil Transactions Law of the Kingdom of Saudi Arabia (referred to as the “KSA Civil Code”), there were no detailed rules on termination (or faskh) at law in Saudi Arabia. As with other areas of Saudi law, the… more

Civil Code, Construction Contracts, Contract Termination, Contract Terms, Economic Development

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Elias Allahyari

UK allows bundled payments for third-party research and trading commissions

From 1 August 2024, the UK changed its rules on how payments are made for investment research. UK firms may now use bundled payments for third-party research and trading commissions, subject to certain requirements being… more

AIFM, Broker-Dealer, Financial Conduct Authority (FCA), Financial Institutions, Investment Adviser

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Paul Allan

U.K. regulators seek to improve margin requirements for non-centrally cleared OTC derivatives

The U.K. Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA) recently launched a joint consultation on proposed amendments to the margin requirements for non-centrally cleared derivatives.1… more

Derivatives, European Securities and Markets Authority (ESMA), Exemptions, Financial Conduct Authority (FCA), Margin Requirements

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Aemelia Allen

Ban on upwards only rent reviews—a major shake-up for commercial real estate?

Without prior consultation, the UK government has introduced a significant reform to the commercial property landscape through the English Devolution and Community Empowerment Bill (the Bill), published on July 10, 2025. Tucked… more

Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Investment, Landlords

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Jackson Allen

Emerging Asia powering ahead with decarbonisation agenda

Asia is at the forefront of the global challenge to balance economic development, climate adaptation and mitigation, and energy security. The region is diverse, dynamic and pragmatic, facing both the risks and opportunities of… more

Asia, Australia, Aviation Industry, Carbon Emissions, China

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Rafi Allos

UK will permanently retain its UK+ exhaustion regime to allow continued supply of medicines into the UK

The government has published its response to the consultation on the exhaustion regime for IP rights. The overall conclusion is that the UK will permanently maintain its UK+ IP exhaustion regime, the bespoke (and asymmetrical)… more

EU, Imports, Life Sciences, Parallel Imports, Pharmaceutical Industry

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Sultan Almasoud

The New KSA Civil Code: Termination of Contracts

Prior to the new Civil Transactions Law of the Kingdom of Saudi Arabia (referred to as the “KSA Civil Code”), there were no detailed rules on termination (or faskh) at law in Saudi Arabia. As with other areas of Saudi law, the… more

Civil Code, Construction Contracts, Contract Termination, Contract Terms, Economic Development

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Richard Alsop

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Jordan Altman

SEC Proposes Universal Proxy Cards in Contested Elections

On October 26, 2016, the SEC proposed amendments to the proxy rules that would require the use of universal proxies in all non-exempt solicitations in contested elections of directors. The focus of the SEC proposal is to require… more

Board of Directors, Contested Elections, Corporate Governance, Director Nominations, Dissident Shareholders

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Kara Altman

Impact of the One Big Beautiful Bill Act on Inflation Reduction Act Incentives

On July 4, 2025, President Trump signed into law “An Act to provide for reconciliation pursuant to title II of H. Con. Re. 14” (commonly known as the One Big Beautiful Bill Act (the “Act”)). On July 7, President Trump released… more

Clean Energy, Energy Policy, Executive Orders, Federal Budget, Legislative Agendas

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Jihan Amalia

PLN's ‘Beyond the Greenest’ electricity supply plan

On May 26, 2025, after years of anticipation, Indonesia’s energy sector received a major boost : PLN secured the long-awaited approval from the Minister of Energy and Mineral Resources (Minister) for its new general plan for… more

Clean Energy, Electricity, Energy Policy, Energy Projects, Energy Storage

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Alexandre Ancel

France considers retroactive solar tariffs cuts, at the risk of facing investment-treaty claims

On 13 November 2020, the French National Assembly (Assemblée nationale) approved an amendment to the draft Finance Law (Projet de loi de finances) for 2021, which seeks to implement a “targeted retroactive revision” of the… more

Energy Sector, France, Renewable Energy, Solar Energy, Tariffs

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Laurie-Anne Ancenys

CNIL requests public comments on draft recommendations on the use of tracking pixels in emails

On June 12 2025, the French supervisory authority (CNIL) requested public comments on the draft recommendations on the use of tracking pixels in emails (Draft Recommendations)… more

CNIL, Consent, Data Privacy, Data Protection, France

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Annie Anderson

Guide to the Evolving Workplace

Among its many impacts on society, COVID-19 has changed, perhaps permanently, how employees interact with each other and the workplace. As some businesses begin to reopen their doors to their workforce, they should consider the… more

Business Continuity Plans, Coronavirus/COVID-19, Employer Liability Issues, Health and Safety, Infectious Diseases

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Paula Anderson

DOJ releases new FCPA enforcement guidelines

On June 9, 2025, the U.S. Department of Justice (DOJ) released new guidelines for investigating and enforcing the Foreign Corrupt Practices Act (FCPA), in response to President Trump's February 10, 2025 Executive Order 14209… more

Anti-Corruption, Bribery, Corruption, Department of Justice (DOJ), Enforcement Actions

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Sean Anderson

U.S. Crypto Regulation: Biden Signs Executive Order on Strategy to Regulate Crypto

On March 9, 2022, President Biden signed an Executive Order on Ensuring Responsible Development of Digital Assets. According to an accompanying fact sheet, it is the “first ever, whole-of-government approach” to regulating… more

Biden Administration, Bitcoin, Central Bank Digital Currency (CBDCs), Cryptocurrency, Digital Assets

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Chris Andrew

The U.K.-EU reset: Key outcomes for defense, energy and the climate transition in the new Strategic Partnership

The first U.K.-EU summit since Brexit was held in London on May 19, 2025 to reset the relationship for greater mutual benefit. An ambitious Strategic Partnership was agreed to drive progress on a renewed agenda for EU-U.K… more

Clean Energy, Climate Change, Defense Sector, Energy Policy, Energy Sector

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Nitra Anggi

PLN's ‘Beyond the Greenest’ electricity supply plan

On May 26, 2025, after years of anticipation, Indonesia’s energy sector received a major boost : PLN secured the long-awaited approval from the Minister of Energy and Mineral Resources (Minister) for its new general plan for… more

Clean Energy, Electricity, Energy Policy, Energy Projects, Energy Storage

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George Anhang

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Sandrina Antohi

Russian Countersanctions: New Measures Targeting Foreign Investors in Russia

Fourteen months into the Ukraine war, the Russian Government has introduced new countersanctions targeting foreign investors in Russia. The latest measures require businesses from “unfriendly” countries to make a “voluntary… more

Corporate Counsel, Economic Sanctions, Export Controls, Financial Transactions, Foreign Investment

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Andreea Antonescu

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Guy Antrobus

U.K. regulators seek to improve margin requirements for non-centrally cleared OTC derivatives

The U.K. Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA) recently launched a joint consultation on proposed amendments to the margin requirements for non-centrally cleared derivatives.1… more

Derivatives, European Securities and Markets Authority (ESMA), Exemptions, Financial Conduct Authority (FCA), Margin Requirements

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Matthew Appleton

Global M&A Insights: Deal-making predictions for 2024

Welcome to our year-end edition of M&A Insights, where we preview some of the themes we expect to shape deal-making over the next 12 months. Continued volatility in the debt markets has resulted in another subdued year for M&A,… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, EU

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Harshil Arora

The UK Electricity Generator Levy

Electricity Generation Levy Update… more

Electricity, Energy Market, Energy Sector, UK

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Hector Arroyo

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’… more

Best Practices, Board of Directors, Corporate Governance, Corporate Liability, Corporate Management

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Dirk Arts

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Lara Aryani

M&A Watch: 'Ordinary Course of Business’ During Not-So-Ordinary Times

On December 8, 2021, the Delaware Supreme Court upheld the Delaware Court of Chancery’s decision that Mirae Asset Financial Group (“Mirae”) was excused from closing a $5.8 billion acquisition of luxury hotels because the… more

Board of Directors, DE Supreme Court, Dismissals, Fiduciary Duty, Ordinary Course of Business Defense

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Dr Nicolaus Ascherfeld

Germany’s upcoming new government – what to expect in the climate and energy sector

After the German federal government break-up in November 2024 and the new elections in February 2025, the political parties – Christian Democratic Union of Germany (CDU)/ Christian Social Union in Bavaria (CSU) and Social… more

Climate Change, Energy Policy, Energy Sector, Energy Storage, Environmental Social & Governance (ESG)

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Jillian Ashley

Global M&A Insights - Innovation thrives amid challenging conditions

As we look ahead to the second half of 2023, the outlook for M&A remains complex. In the six months to the end of June, global deal value stood at USD1.2 trillion, around one-third of last year’s annual total… more

Antitrust Provisions, Cross-Border Transactions, Department of Justice (DOJ), EU, European Commission

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Kate Astley

Reflections on the 2025 AGM and reporting season

As the 2025 AGM and reporting season passes its peak, we have produced a note of our reflections on what we’ve seen in the market so far this year, and developments we’re expecting in the coming months. The key themes covered… more

Board of Directors, Capital Markets, Climate Change, Corporate Governance, Environmental Social & Governance (ESG)

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Gus Atiyah

Debt Buyback and Liability Management Considerations

As the markets continue to react to the COVID-19 pandemic, the trading prices of many corporate loans and bonds have fallen dramatically. As a result, many companies (or their private equity sponsors) are looking at repurchasing… more

Bonds, Borrowers, Convertible Bonds, Debt Securities, Debtors

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Clifford Atkins

Transaction Highlights: Frigoglass Restructuring

Shearman & Sterling advised the Frigoglass Group on its successful capital restructuring (the “Restructuring”), which included the use of an English scheme of arrangement… more

Corporate Counsel, Corporate Governance, Creditors, Debt Restructuring, Debtors

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Dorothee Atwell

Regulatory monitoring - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

BaFin, Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements Regulation (CRR), Cross-Border Transactions

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Baptiste Aubry

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Sian Avery

Optis v Apple [2021] EWHC 2564 (Pat): Apple found to be an “unwilling licensee”

The “unwilling licensee” issue has been a vexed one, with uncertainty as to whether such a concept exists, its relevance, and what an implementer must do to avoid becoming one. As for the concept of FRAND itself, there is no… more

FRAND, Patent Infringement, Patent Litigation, Patents, UK

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Azam Aziz

SEC Proposes New Large Position Reporting Requirements and Prohibitions on Fraud and Manipulation For Security-Based Swaps

On December 15, the Securities and Exchange Commission (SEC) proposed a series of potentially far-reaching changes to the regulation of the security-based swap (SBS) markets. Among other changes, the proposed rules would impose,… more

Anti-Manipulation Rule, Chief Compliance Officers, Disclosure Requirements, Dodd-Frank, Proposed Rules

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Barbara Azoulay

EU Artificial Intelligence Office publishes the final version of the GPAI Code of Practice

On July 10 2025, the EU Artificial Intelligence Office (the AI Office) issued the final version of the General Purpose AI Code of Practice (GPAI Code). The GPAI Code is a non-binding set of guidelines created by independent… more

AI Act, Artificial Intelligence, Copyright, Cybersecurity, Data Privacy

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Salvador Norberto Ruiz Bachs

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Oliver Bacon

One year on: A&O’s global pro bono legal support for Ukrainian refugees

A year ago on 23 February 2022, Russia and Ukraine stood on the brink of war. And then, just a few hours later on 24 February, Russia invaded Ukraine in a major escalation of the Russo-Ukrainian conflict which began in 2014… more

NGOs, Pro Bono, Refugees, Ukraine

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Parya Badie

CRT and SRT trades: an introductory guide for issuers and investors - June 2024

Our new report provides a practical introduction to credit risk transfer (CRT) and significant risk transfer (SRT) trades. It is a comprehensive starting point for new issuers, investors and other stakeholders. While CRT… more

Capital Markets, Creditors, Derivatives, Digital Markets Strategy, Financial Institutions

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Laur Badin

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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Joseph Badtke-Berkow

Diamond Sports Group swings for the fences (and strikes out)

During a U.S. bankruptcy case, can a debtor pay something less than the full contract rate provided for in a contract entered into prior to the bankruptcy while still requiring the counterparty to fully perform its obligations… more

Bankruptcy Code, Bankruptcy Court, Breach of Contract, Chapter 11, Debtors

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Amelia Baijnath

Federal Circuit clarifies presumption of obviousness for overlapping ranges

After the Federal Circuit vacated and remanded the district court’s non-obviousness determination, the district court again found that Teva failed to show, by clear and convincing evidence, that the claims of Janssen’s patent… more

CAFC, Life Sciences, Obviousness, Patent Invalidity, Patent Litigation

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Paul Balaam

Financing Hotels in the United States: Key Considerations

Hotels differ from other types of stabilized properties in several major ways. The purpose of this article is to highlight how the distinguishing factors impact the way that owners and lenders approach the negotiation of key… more

Financing, Franchises, Hotel Management Agreements, Hotels, Mutual Recognition Agreement

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Darius Balasko

Slovak FDI regime: what does it mean for your M&A and banking deals?

The Slovak FDI regime applies from 1 March 2023. What are the first impressions? The FDI Act dramatically expands the powers of certain Slovak authorities to scrutinise investments from the perspective of national security… more

Acquisitions, Banking Sector, Banks, EU, FDI Act

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Laurence Bambino

Tax Planning for Multinational Borrowers During the COVID-19 Crisis

With the likely increased borrowings or refinancing of debt as a result of the COVID-19 crisis, multinational companies should consider the impact of changes in U.S. tax law made in 2018. As a result of these changes, U.S… more

Base Erosion and Anti-Abuse Tax (BEAT), Coronavirus/COVID-19, Debt, GILTI tax, Loans

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Margherita Banfi

Is a local GMO ban compliant with EU law?

On 7 July 2022, the Court of Justice of the European Union (the CJEU) issued a preliminary ruling on a regional law banning a Genetically Modified Organism (GMO) previously authorised in Europe… more

Court of Justice of the European Union (CJEU), Crops, EU, GMO, GMO Bans

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Gareth Banfield

Closing the gap: the 2023 EU VAT Gap Report and beyond

The 2023 EU VAT Gap Report, recently published by the European Commission, demonstrates that the VAT gap narrowed again in 2021, continuing the trend that began in 2013. In this article, we look at factors that are helping to… more

Cross-Border, EU, European Commission, Registration Requirement, Taxation

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Adam Banks

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Peter Banks

Preferred and structured equity investments in the spotlight amid uncertain markets

Preferred equity investing is on the rise amid a search for yield and a fall in the number of high-quality assets coming to market. Here we explore the growing appeal of preferred equity instruments, outline the terms that are… more

Acquisitions, Capital Markets, Due Diligence, Financial Markets, Investment

See all updates »

Marie Barani

A new European strategy to foster life sciences innovation and market access

On July 2, 2025, the European Commission released its communication “Choose Europe for life sciences. A strategy to position the EU as the world’s most attractive place for life sciences by 2030” (the Strategy)… more

Biotechnology, Clinical Trials, EU, Healthcare, Innovation

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Valentina Barbanti

New Employment Law in Italy: Key Changes for Companies and Employees

On January 12, 2025, Law No. 203 of December 12, 2024 (the Law) enters into force, which aims to streamline and expedite several legislative and procedural requirements, with a particular focus on increasing flexibility within… more

Employee Rights, Employment Contract, Employment Litigation, Hiring & Firing, Italy

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Emily Barrett

PRA fines former notified non-executive director of Wyelands Bank

The UK Prudential Regulation Authority (PRA) has fined a former non-executive director of Wyelands Bank GBP72,000 for failing to act with due skill, care and diligence in connection with regulatory failings previously identified… more

Banking Sector, Board of Directors, Corporate Governance, Enforcement Actions, Financial Institutions

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Chloe Barrowman

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Gordon Bartlett

Key employment law changes post elections: Insights from our global experts

Major employment law developments following recent elections - U.K. - The Employment Rights Bill is huge and all-encompassing and is likely, in time, to shift workplace dynamics. While it’s described as “pro-worker and… more

Biden Administration, Department of Labor (DOL), Diversity and Inclusion Standards (D&I), Employer Liability Issues, Employment Discrimination

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Jakub Bartnicki

Alumni Yearbook - A responsible business

Change is becoming one of the few certainties at Allen & Overy as it adapts to the ever-developing consequences of globalism, technology and human resources. As a responsible business at the forefront of innovation, we have much… more

Artificial Intelligence, Career Development, Corporate Social Responsibility, Disabilities, Diversity and Inclusion Standards (D&I)

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Stuart Baskin

United States Supreme Court Clarifies Scope of Specific Personal Jurisdiction in State Court

On Monday, June 19, 2017, the Supreme Court clarified the limits of specific personal jurisdiction in state courts, holding that a connection between a defendant’s contacts with the forum and the claims at issue remains… more

BNSF Railway Co v Tyrrell, Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, DaimlerChrysler v Bauman, Forum Shopping, General Jurisdiction

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Sean Batson

CFTC announces proposed guidance and a request for comments regarding voluntary carbon credit derivative contracts

\On December 4, 2023, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that they were seeking public comment on proposed guidance for the listing of voluntary carbon credit (“VCC”) derivative contracts.1… more

CFTC, Climate Change, Commodities, Derivatives, Environmental Policies

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Christian Bayart

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Lorraine Bayliss

“The Finance COP” – what does COP29 mean for financing parties?

Badged as “The Finance COP”, the UN Climate Change Conference in Baku (COP29) has drawn mixed reactions to its climate finance deal. However, the recognition of the role for both the private sector and multilateral agencies in… more

Climate Change, COP, Environmental Policies, Financing, Green Climate Fund (GCF)

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John Beahn

CFIUS and Beyond – Navigating the Complicated Universe of Regulatory and Other Constraints Related to US National Security

The reach and authority of the U.S. government over what it considers to be national security concerns is broad, increasing and often not subject to judicial appeal. In response to mounting threats to the personal, economic and… more

CFIUS, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions, Emerging Technology Companies

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Julia Becker

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Markulf Behrendt

Germany: employment law aspects of the coalition agreement at a glance

The coalition agreement between the CDU/CSU and the SPD, titled “Responsibility for Germany,” was announced on April 9, 2025. It outlines the future political strategy for Germany, addressing several aspects of employment law… more

Employee Benefits, Employee Rights, Employment Policies, Germany, Independent Contractors

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Dr Alexander Behrens

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Matthew Behrens

Executive compensation and employee benefits provisions of the Budget Reconciliation Bill

On July 3, 2025, Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”), which was signed into law on July 4, 2025. The Act sets out a wide range of changes to U.S… more

American Rescue Plan Act of 2021, Corporate Taxes, Employee Benefits, Executive Compensation, Highly Compensated Employees

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Thad Behrens

Fifth Circuit Securities Litigation Quarterly: first quarter 2025

Welcome to the Q1 2025 edition of A&O Shearman’s Fifth Circuit Securities Litigation Quarterly. As public companies and financial institutions continue to migrate to Texas, our Texas-based securities litigation team continues to… more

Class Action, Securities and Exchange Commission (SEC), Securities Fraud, Securities Litigation, Securities Regulation

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Duncan Bellamy

UK guidance on acquisitions and increases in control in PRA and FCA authorised firms

The UK financial services regulators, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA), have recently set out their final policy on the assessment of acquisitions and increases in control of PRA… more

Acquisitions, Corporate Governance, EU, Final Rules, Financial Conduct Authority (FCA)

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Alicia Bello

FTC Increases HSR Thresholds in 2022

On January 21, 2022, the U.S. Federal Trade Commission (FTC) announced the annual changes to the thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). The official publication is… more

Acquisitions, Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC)

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Pietro Bellone

Securitisation: significant changes introduced by “Milleproroghe” Decree

On 1 March 2020 the law (the Law) converting law decree No.162 of 30 December 2019 (the so-called Milleoproroghe Decree) came into force… more

Insolvency, Italy, Securitization, Special Purpose Vehicles

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Laëtitia Bénard

[Webinar] Life Sciences Series | Generics Market Entry in the EU: Key Considerations for Innovators - January 25th, 11:30 am EST

In this episode of our Exclusively Life Sciences webinar series, our experts from our EU team will share best practices for innovators to protect their competitive advantage when generics enter the market… more

Best Practices, Drug Pricing, EU, Generic Drugs, Life Sciences

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Zach Bench

Connecting the Dots: Key Developments and Best Practices for Evaluating Privacy and Security Risks in IoT Investments

The market for internet-connected devices (often referred to as the Internet of Things, or IoT) is growing rapidly. Investment in this burgeoning space can be attractive, and according to research firm IDC, the worldwide… more

Bodily Injury, Cybersecurity, Data Collection, Federal Trade Commission (FTC), Infringement

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Dan Benguigui

French Class action reform: key changes introduced by the law of April 30, 2025

Until this date, five different class actions regimes applied to consumer protection, antitrust, public health, discrimination, data protection, and environmental law. Each of these regimes had its own specificities regarding… more

Antitrust Provisions, Class Action, Consumer Protection Laws, Damages, Data Protection

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Hanneke Bennaars

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Amber Bennett

Solvent-Debtor Exception Carries the Day in Fifth Circuit Ultra Petroleum Ruling on Make-Wholes and Post-Petition Interest

On October 14, 2022, the Fifth Circuit issued its decision in Ultra Petroleum, granting favorable outcomes to “unimpaired” creditors that challenged the company’s plan of reorganization and argued for payment (i) of a ~$200… more

Commercial Bankruptcy, Corporate Finance, Corporate Financing, Corporate Officers, Corporate Restructuring

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John Bennett

Federal Circuit affirms district court finding of no induced or contributory infringement of generic depression drug

In H. Lundbeck A-S v. Lupin Ltd., Case No. 2022-1194 (Fed. Circ. December 7, 2023), Plaintiffs, H. Lundbeck A/S (“Lundbeck”) and Takeda Pharmaceutical Company Ltd., Takeda Pharmaceuticals U.S.A., Inc., Takeda Pharmaceuticals… more

Abbreviated New Drug Application (ANDA), Appeals, Hatch-Waxman, Intellectual Property Protection, Life Sciences

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Francesca Bennetts

Zooming in on AI – #4: What is the interplay between “Deployers” and “Providers” in the EU AI Act?

One of the key aspects of the EU AI Act (“AI Act”)[1] is linked to the qualification of providers and deployers and the nuances which help distinguish between the two categories of stakeholders. What would this mean in practice… more

Artificial Intelligence, Corporate Governance, EU, Privacy Laws, Regulatory Requirements

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Nicole Bennewies

FORMS 10-K AND 20-F - Preparing for your Annual report

This guide discusses important themes and trends for the coming annual reporting season. It also includes a “housekeeping checklist” designed to assist you as you prepare your annual report. ANNUAL CYBERSECURITY… more

Annual Reports, Artificial Intelligence, Corporate Governance, Cyber Incident Reporting, Cybersecurity

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Thomas Berger

Luxembourg adapts its RCS and RBE legislations after CJEU ruling

The Luxembourg Parliament recently enacted a law reforming the Trade and Companies Register (RCS) and the Register of Beneficial Owners (RBE) laws. This reform is a direct response to the decision of the Court of Justice of the… more

Anti-Money Laundering, Beneficial Owner, Compliance, Corporate Transparency Act, Court of Justice of the European Union (CJEU)

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Matthew Berkowitz

Update on Key Patent Court Scheduling Adjustments in View of COVID-19

COVID-19 has taken an unprecedented toll on the United States and the world at large. It has impacted nearly every facet of both professional and personal life and, with that, the patent landscape, too—especially as it pertains… more

Coronavirus/COVID-19, International Trade Commission (ITC), Patent Litigation, Patents, USPTO

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Paul Berna

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Joris Bertrand

Hong Kong Court Applies Enka v Chubb in Determining the Governing Law of Dispute Resolution Clause

The Court of First Instance in Hong Kong has adopted the English law principles for determining the governing law of dispute resolution clauses, such as arbitration clauses, in a recent judgment (China Railway v Chung Kin… more

Hong Kong, International Arbitration, Jurisdiction, UK, UK Supreme Court

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Anne-Sophie Besançon

Amendments to Luxembourg laws to implement MiCAR and TFR: key takeaways and impact on VASPs

On 21 May 2024, a bill of law n° 8387 was introduced before the Luxembourg Parliament. Its objective is to amend several pieces of Luxembourg legislation to operationalise various European regulations, in particular Regulation… more

Amended Legislation, Cryptoassets, Cryptocurrency, EU, Financial Services Industry

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Christopher Best

UK National Security and Investment Act: reducing red tape?

The UK government has published its latest annual report on the functioning of the UK’s investment screening regime under the National Security and Investment Act 2021 (NSIA) as well as announcing its intention to reduce… more

Acquisitions, Artificial Intelligence, Consultation, Foreign Investment, Investment

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JB Betker

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Fabian Beullekens

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Alex Bevan

The New KSA Civil Code: Termination of Contracts

Prior to the new Civil Transactions Law of the Kingdom of Saudi Arabia (referred to as the “KSA Civil Code”), there were no detailed rules on termination (or faskh) at law in Saudi Arabia. As with other areas of Saudi law, the… more

Civil Code, Construction Contracts, Contract Termination, Contract Terms, Economic Development

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Ian Bevan

Building a pathway to green real estate in the UAE

The UAE is leading the way in the Middle East in incorporating sustainability and environmental standards in construction and real estate. Ian Bevan and Ejiro Otu discuss that there is still more to be done to incentivise green… more

Building Standards, Climate Change, Dubai, Global Market, Green Buildings

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David Beveridge

SEC Issues Order Extending Conditional Exemptions from Reporting and Proxy Delivery

As part of its response to the effects and economic disruption that the novel coronavirus disease 2019 (“COVID-19”) is causing to the worldwide economy, on March 25, 2020, the Securities and Exchange Commission (“SEC”) issued an… more

Coronavirus/COVID-19, Filing Requirements, Information Statements, Proxy Statements, Publicly-Traded Companies

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Brittany Beyer

Delaware Chancery Court declines to grant specific performance in a broken de-spac deal due to inherent limitations of the remedy

Decision underscores the practical realities required for a court to enforce a specific performance clause, and the importance of having “clean hands” for parties to be eligible for this specific remedy… more

Acquisitions, Corporate Governance, Delaware, Delaware General Corporation Law, Mergers

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Parul Bhatia

US, EU And UK Increase Pressure on Russia with Further Sanctions

Since late February 2022, the United States (U.S.), the European Union (EU) and its member states, the United Kingdom (U.K.), and many others—including Japan, Australia, New Zealand, Taiwan and Canada—have imposed sweeping new… more

Asset Freeze, Belarus, Blocking Sanctions, Cryptocurrency, Economic Sanctions

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Anudeep Bhattacharyya

EU leads global charge as abuse of dominance cases target Big Tech

2024 saw a significant increase in the total fines imposed in abuse of dominance cases compared to 2023, reversing a trend of decline in recent years. The rise in fine volumes was spread across all regions of the world, with the… more

Abuse of Dominance, Antitrust Provisions, Big Tech, Competition, Enforcement Actions

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Alan Bickerstaff

T+1 Settlement Coming May 28, 2024

On February 15, 2023, the SEC adopted several changes to shorten the standard settlement cycle for securities transactions to T+1 effective May 28, 2024… more

Broker-Dealer, Capital Markets, Domestic Securities Transaction, Securities, Securities and Exchange Commission (SEC)

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Magdalena Biereder

To deliver change, regulation must respect the efficiency of the debt capital markets

Excessive rigidity has the potential to drive away issuers. Authorities focused on delivering Net Zero must therefore design rules with this in mind… more

Association of Southeast Asian Nations (ASEAN), Capital Markets, Debt Market, EU, Financial Conduct Authority (FCA)

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Diana Billik

New York proposes sovereign debt restructuring legislation

Legislators in the State of New York (NY), whose law governs many sovereign debt contracts, introduced three general categories of bills related to sovereign debt restructurings. The first is intended to provide support under NY… more

Coronavirus/COVID-19, Debt Restructuring, Debt Service Suspension Initiative, EU, Legislative Agendas

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Karen Birch

Hague Judgments Convention 2019 in force for the UK from July 1—key points for commercial parties

The 2019 Hague Convention on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters (the Judgments Convention) is in force for the UK from July 1, 2025… more

Commercial Litigation, Contract Terms, Cross-Border Transactions, Dispute Resolution, Enforcement

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Matthew Bisley

An update on China’s control over outbound investments and remittance

On August 18, 2017, the State Council of China issued a notice forwarding the Guiding Opinions on Further Guiding and Regulating the Direction of Outbound Investments (the Guiding Opinions) as jointly drafted by the National… more

China, Investment, MOFCOM, NDRC, People's Bank of China

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Bjorn Bjerke

The Scope of Article 8 Mandatory Choice-of-Law Rule

The scope of the mandatory choice-of-law rule set forth in Uniform Commercial Code (UCC) section 8-110(a)(1), which provides that “the local law of the issuer’s jurisdiction . . . governs . . . the validity of a security,” is… more

Borrowers, Choice-of-Law, Collateral, Contract Terms, Lenders

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Emily Westridge Black

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Oliver Black

Market abuse surveillance: UK FCA shares observations on good and poor practices

Compliance with UK MAR depends on effective systems - The UK Market Abuse Regulation (UK MAR) requires firms to identify and report instances of potential market abuse. Their ability to do this depends on the effectiveness of… more

Banking Sector, Capital Markets, Enforcement Actions, EU Market Abuse Regulation (EU MAR), Financial Conduct Authority (FCA)

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Thomas Blecher

Florida Choice Act bolsters enforceability of noncompete and garden leave agreements

In a departure from the legislative trends in certain states to curtail post-employment restraints, the state of Florida has bucked the tide to take the most employer friendly approach to restrictive covenants. On April 24,… more

Employees, Employer Liability Issues, Employer Responsibilities, Employment Contract, Enforcement

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Maria-Therese Bless

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Caroline Bley

Inaugural meeting of the Administrative Committee of the UPC

On 22 February 2022, the Administrative Committee (AC) of the UPC held its inaugural meeting. The AC elected Mr Alexander Ramsay as Chair of the Committee as well as Mr Johannes Karcher (German Ministry of Justice) as… more

EU, Intellectual Property Protection, Patents, Unified Patent Court

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Sergey Blinov

Sustainability-linked loans in Russia: a hot market

When it comes to sustainable lending, the Russian loan market is punching above its weight. Many of Russia’s leading corporates have raised ESG or sustainability-linked loans (in some cases, multiple loans) over the last couple… more

Banks, Environmental Social & Governance (ESG), International Banks, Sustainability

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Michael Bloch

FCA publishes final rules for public offers and admission to trading regime

On July 15, 2025, the Financial Conduct Authority (FCA) published its Policy Statement PS25/9 setting out the final rules to implement the Public Offers and Admission to Trading Regulations 2024 (POATRs). These rules, which… more

Capital Markets, Disclosure Requirements, Final Rules, New Rules, Public Offerings

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Kristjan Bloudoff

Potential EU regulation for the compulsory licensing of patents to be studied by the European Commission

The European Commission has recently announced its intention to launch a call for evidence and public consultation on a potential new EU regulation concerning the compulsory licensing of patents… more

European Commission, Intellectual Property Protection, IP License, Patents

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Adam Blythe

Indonesia Introduces CCUS/CCS Regulation to Capture CCUS/CCS Development

On March 3, 2023, the Minister of Energy and Mineral Resources of the Republic of Indonesia (Menteri Energi dan Sumber Daya Mineral or the “ESDM”) promulgated Regulation No. 2 of 2023 on the Implementation of CCS and CCUS in… more

Carbon Capture and Sequestration, Carbon Emissions, Energy Projects, Greenhouse Gas Emissions, Indonesia

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Donna Bobbish

PJM’s New ‘Focused’ MOPR Goes Into Effect by Operation of Law

PJM Interconnection Inc.’s (PJM) new “Focused” Minimum Offer Price Rule (MOPR) went into effect on September 29, 2021, by operation of Section 205 of the Federal Power Act (FPA), because the Federal Energy Regulatory Commission… more

Electricity, Energy Market, Energy Sector, FERC, PJM

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Dr Maria Boerner

Gender diversity on corporate boards - 2024

What to expect from the new EU Women on Boards Directive, including the practical changes for your management structure and the impact on the national legislation of each Member State. Women continue to be significantly… more

Board of Directors, Corporate Governance, Diversity, EU, EU Directive

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Ekaterina Bogdanov

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Sergei Bogdanov

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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Dr Daniel Bolm

Update – Germany tightens energy efficiency requirements: New challenges for companies and data centers

On 21 September 2023, the German Parliament passed the heavily discussed German Federal Act on the Increase of Energy Efficiency (Energieeffizienzgesetz – EnEfG) that aims at significantly increasing energy efficiency… more

Climate Change, Energy Efficiency, Environmental Social & Governance (ESG), EU, Germany

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Joseph Bolognese

Scope 3 emissions and the SEC’s proposed disclosure rules

Companies face various challenges when they report on “Scope 3,” or indirect, greenhouse gas emissions… more

Climate Change, Disclosure Requirements, Proposed Rules, Securities Act of 1933, Securities and Exchange Commission (SEC)

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Noemie Bomble

New twist in the Illumina/GRAIL saga: Advocate General challenges European Commission’s power to review below-threshold mergers

In a much-anticipated opinion, Advocate General Nicholas Emiliou (AG) has advised the European Court of Justice (ECJ) to set aside the General Court (GC)’s Illumina/GRAIL judgment. The AG is of the view that the European… more

Antitrust Division, Antitrust Provisions, Competition, EU, EUMR

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Nicolas Bombrun

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Rens Bondrager

Dutch Tax Plan 2016

Today, the Dutch Ministry of Finance published its Tax Plan 2016. In fact, the government sent six separate Bills to Parliament (one on 11 September and the other five on 15 September). Hereinafter we will refer to these six… more

Corporate Taxes, Cross-Border, Cross-Border Transactions, Financial Institutions, Mergers

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Michelle Bone

Federal Circuit clarifies presumption of obviousness for overlapping ranges

After the Federal Circuit vacated and remanded the district court’s non-obviousness determination, the district court again found that Teva failed to show, by clear and convincing evidence, that the claims of Janssen’s patent… more

CAFC, Life Sciences, Obviousness, Patent Invalidity, Patent Litigation

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Jacqueline Bore

The future of the robotics metaverse in the healthcare sector

On 26 February 2025, the European Economic and Social Committee (EESC) adopted an opinion addressing the integration of robotics and the metaverse in healthcare. This forward-looking document outlines the opportunities and… more

Artificial Intelligence, Data Privacy, Data Protection, Digital Health, EU

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Sean Boren

Significant changes to U.S. enforcement priorities

One day after her confirmation on February 4, 2025, Attorney General Pam Bondi issued two Memos addressed to the entire U.S. Department of Justice (DOJ), which curtailed enforcement under the Foreign Corrupt Practices Act (FCPA)… more

Cartels, Department of Justice (DOJ), Enforcement Actions, Executive Orders, Foreign Agents Registration Act (FARA)

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Yolanda Borquaye

FORMS 10-K AND 20-F - Preparing for your Annual report

This guide discusses important themes and trends for the coming annual reporting season. It also includes a “housekeeping checklist” designed to assist you as you prepare your annual report. ANNUAL CYBERSECURITY… more

Annual Reports, Artificial Intelligence, Corporate Governance, Cyber Incident Reporting, Cybersecurity

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Ilse Bosmans

Recent Changes Regarding Occupational Pensions

Focus on self-employed company leaders - A recent act has made various changes to the legal framework of occupational pensions for employees and self-employed company leaders. The key changes were outlined in our eAlert… more

EU, FSMA, Jurisdiction, Pensions, Small Business

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Livio Bossotto

End to six-month cap on unlawful termination compensation in small businesses for Jobs-Act-governed relationships

On July 21, 2025, the Constitutional Court, with Judgment No. 118/2025, declared the constitutional illegitimacy of Article 9, paragraph 1 of Legislative Decree 23/2015. With this decision, the court deleted the strict… more

Compensation, Constitutional Challenges, Employee Rights, Employees, Employer Liability Issues

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Kyomi Bottse

The Netherlands: a review of cross-border white collar crime and investigations developments

Dutch authorities continued their focus on enforcement of white-collar crimes in 2024, particularly regarding sanctions violations, environmental crimes, and tax fraud, scrutinizing the conduct of senior executives in those… more

Anti-Corruption, Anti-Money Laundering, Artificial Intelligence, Compliance, Corporate Governance

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Emily Bourne

EU leads global charge as abuse of dominance cases target Big Tech

2024 saw a significant increase in the total fines imposed in abuse of dominance cases compared to 2023, reversing a trend of decline in recent years. The rise in fine volumes was spread across all regions of the world, with the… more

Abuse of Dominance, Antitrust Provisions, Big Tech, Competition, Enforcement Actions

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Adam Boutafenouchete

Amendments to Luxembourg laws to implement MiCAR and TFR: key takeaways and impact on VASPs

On 21 May 2024, a bill of law n° 8387 was introduced before the Luxembourg Parliament. Its objective is to amend several pieces of Luxembourg legislation to operationalise various European regulations, in particular Regulation… more

Amended Legislation, Cryptoassets, Cryptocurrency, EU, Financial Services Industry

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Neil Bowden

UK Pensions: What's new this week? August 4, 2025

TPR blog post on managing systemic risks - The latest blog post from the Pensions Regulator (TPR) highlights the importance of managing systemic risks, including climate change, nature loss and broader ESG factors, as "a core… more

Climate Change, Data Privacy, Environmental Social & Governance (ESG), Fiduciary Duty, HMRC

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Anthony Bowen

UK public M&A – return of share-for-share offers

In 2024 we have seen a significant increase in listed corporate bidders offering their equity to target company shareholders in UK public M&A deals, including on offers made by non-UK listed companies. In the year to date,… more

Acquisitions, Corporate Governance, Due Diligence, Investors, Listing Rules

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Matt Bower

The first move: Hong Kong Competition Commission (HKCC) enforces non-compliance with investigation powers

For the first time since it was established over a decade ago, the Hong Kong Competition Commission (HKCC) has announced that an individual has been charged for failing to comply with its investigation powers under the… more

Antitrust Litigation, Competition, Compliance, Dawn Raids, Enforcement

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Jessica Bowring

U.K. Competition Appeal Tribunal fines Pfizer and Flynn Pharma nearly GBP70 million for excessive and unfair pricing

The U.K. Competition Appeal Tribunal (CAT) has imposed its own fines on Pfizer and Flynn Pharma for abusing their dominant positions by charging excessive and unfair prices for phenytoin sodium, an anti-epilepsy drug, after… more

Competition, Pfizer, Pharmaceutical Industry, Tribunals, UK

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Tom Bracken

Australia’s ACCC proposes major shift to mandatory merger regime and outlines sustainability and digital priorities

For a number of years the Australian Competition and Consumer Commission (ACCC) has advocated for amendments to the country’s merger control rules. The current regime is voluntary, and the ACCC cannot itself prohibit a… more

Australia, Australian Competition and Consumer Commission (ACCC), Competition, Merger Controls, Mergers

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Nick Bradbury

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Max Bradley

Executive compensation and employee benefits provisions of the Budget Reconciliation Bill

On July 3, 2025, Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”), which was signed into law on July 4, 2025. The Act sets out a wide range of changes to U.S… more

American Rescue Plan Act of 2021, Corporate Taxes, Employee Benefits, Executive Compensation, Highly Compensated Employees

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Karishma Brahmbhatt

Zooming in on AI - #7: AI under financial regulations in the U.S., EU and U.K. - a comparative assessment of the current state of play: part 3

This is the final note in a three-part series on the regulation of artificial intelligence in the financial services sector in the United States, the European Union and the United Kingdom. Our first note, we provided a… more

Artificial Intelligence, Consumer Protection Laws, Data Protection, Enforcement Actions, EU

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Aleksander Braksator

Changes to foreign investment control in Poland signal a shift in approach

On July 24, 2025, amendments to Poland’s investment control regime entered into force. Notably, the temporary foreign direct investment (FDI) provisions introduced in response to the COVID-19 pandemic in 2020 have now become… more

Acquisitions, Competition Authorities, Coronavirus/COVID-19, Critical Infrastructure Sectors, EU

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Louise Bralsford

The continuing journey towards buy now, pay later regulation

One could be forgiven, amidst the noise and glamour of the Leeds Reforms and the Mansion House speech, for having missed the snappily titled Financial Services and Markets Act 2000 (Regulated Activities etc.) (Amendment) Order… more

Buy Now Pay Later (BNPL), Compliance, Consumer Protection Laws, Disclosure Requirements, Financial Conduct Authority (FCA)

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Thomas Bramah

Nine key takeaways from the UAE's new Hydrogen Strategy

The UAE published its long-awaited hydrogen strategy last week, aiming to outline the key steps needed to position the UAE as a top global producer of low carbon hydrogen by 2031 and to support the UAE’s announced target of net… more

Carbon Emissions, Clean Energy, Clean Power Plan, Climate Action Plan, Climate Change

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Julius Brauer

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Dr Ellen Braun

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Ryan Bray

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

See all updates »

Mallory Brennan

Fifth Circuit Securities Litigation Quarterly - Q1 2024

Welcome to the first 2024 edition of Shearman & Sterling’s Fifth Circuit Securities Litigation Quarterly. As public companies and financial institutions continue to migrate to Texas, our Texas-based securities litigation team… more

Class Action, Oil & Gas, Securities and Exchange Commission (SEC), Securities Exchange Act, Securities Fraud

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Andreas Breu

COVID-19: Update for Borrowers and Lenders in Germany

In light of the growing pandemic of COVID-19 the German government has decided on a number of unprecedented restrictions for all areas of private and business life which were unimaginable just a few weeks ago. As a result, many… more

Banking Sector, Borrowers, Coronavirus/COVID-19, Filing Requirements, Financial Services Industry

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Dr Gottfried Breuninger

FASTER: the European Commission’s proposal to improve withholding tax procedures

The European Commission has released its much anticipated proposal on streamlining withholding tax procedures. The proposal for a Directive on the “Faster and Safer Relief of Excess Withholding Taxes” (or the “FASTER” proposal)… more

Capital Requirements Regulation (CRR), Cross-Border Transactions, CSDR, EU, European Commission

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Laura Brierly

Claimant ordered to disclose identity of third party funder

Stuart Barrie Wall v The Royal Bank of Scotland plc [2016] EWHC 2460 (Comm), 7 October 2016 - The Commercial Court ordered a claimant to disclose the identity of a third party funding the litigation he had commenced against… more

Litigation Fees & Costs, Litigation Funding, Royal Bank of Scotland, Third Party Funding, UK

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Lisa Brill

Tenant Security Deposit or Unsecured Loan? State Law Disparity Leads to Forfeiture

Last month, Judge Caproni of the Southern District of New York issued a ruling stating that if a commercial lease does not require a landlord to hold a security deposit in trust and if there is no state statute generally… more

Bank Accounts, Commercial Leases, Commercial Real Estate Contracts, Commercial Tenants, Illinois

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David Broadley

M&A in a period of turbulence

Macroeconomic volatility, shifting trade policies, and regulatory change continue to shape the dealmaking landscape. Here we explore the challenges and opportunities for buyers and sellers navigating uncertain markets. The… more

Acquisitions, Antitrust Provisions, Financial Institutions, Hart-Scott-Rodino Act, Merger Reviews

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Dr Alice Broichmann

The planned modernization of German arbitration law brings a few specific improvements

The plans to modernize German arbitration law have moved forward in the form of the government bill (Regierungsentwurf) submitted to the German Parliament (Bundestag) on October 9, 2024 (available here). The Bundestag is due to… more

Arbitration, Arbitration Agreements, Arbitration Awards, Germany, International Arbitration

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Ben Brooks

What the new private sale process regime means for private equity investors

The UK Takeover Panel (the Panel) has published a new framework for private sale processes. If you are a private equity investor considering potential P2P acquisitions after receiving initial soundings from management teams,… more

Acquisitions, Buyers, Investment Management, Investors, Mergers

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Hugh Brooks

Key takeaways from the Joint Ventures and Pillar Two in Practice webinar

We recently hosted a webinar on Pillar Two and its practical impact on joint ventures (JVs). Our key takeaways are set out below. Introduction to Pillar Two - Pillar Two, also known as the global minimum tax, is an OECD… more

Corporate Taxes, EU, Income Taxes, Joint Venture, Pillar 2

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Sam Brooks

Minority investments: How to use corporate venturing for strategic gain

Corporate venturing – acquiring minority stakes in smaller, often high-growth or disruptive enterprises – can be a very effective tool for large, established companies looking to accelerate the digital transformation of their… more

Investment, Investors, Startups, Venture Capital

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Melisa Brower

Florida Choice Act bolsters enforceability of noncompete and garden leave agreements

In a departure from the legislative trends in certain states to curtail post-employment restraints, the state of Florida has bucked the tide to take the most employer friendly approach to restrictive covenants. On April 24,… more

Employees, Employer Liability Issues, Employer Responsibilities, Employment Contract, Enforcement

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Greg Brown

CRT Transactions in the EU, U.K. and the United States

In this bulletin, we consider the current state of the EU, U.K. and U.S. markets for credit risk transfer (“CRT”) transactions, with a particular focus on the fund finance market. For a more in-depth introduction to this… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Markets, Credit, Derivatives

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Jessica Brown

UK PRIIPs Review Brings Welcome Clarification

The EU and U.K. PRIIPs Regulations have had a significant effect on practices in the wholesale capital markets. Uncertainty about whether some financial instruments qualify as a PRIIP has resulted in cautious interpretations and… more

Capital Markets, EU, European Securities and Markets Authority (ESMA), Financial Conduct Authority (FCA), Packaged Retail And Insurance-Based Investment Products (PRIIPS)

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Madeleine Brown

Implicitly in the waste management business?

The High Court has provided another reminder of how exacting the test is for implied terms. Even if you are in the waste management business… more

Breach of Contract, Contract Terms, UK, Waste Management

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Matthew Brown

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Richard Browne

UK Regulation post-Brexit - Adjusting to the landscape for UK equity capital market participants

With the EU and the UK having reached a free trade agreement which sets out a framework for the substantial agreements to be put in place to govern their future relationship and the UK having left the single market and the… more

Capital Markets, EU, European Securities and Markets Authority (ESMA), Free Trade Agreements, MiFID

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Brittany Brudnicki

Securities Enforcement: 2016 Mid-Year Review

The Securities and Exchange Commission (the SEC or the Commission) brought over 400 enforcement actions in the first half of 2016 and is on pace to surpass its record of 807 enforcements actions in a single fiscal year, which it… more

Administrative Proceedings, Books & Records, Broker-Dealer, Chief Compliance Officers, Cooperation

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Noah Brumfield

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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James Bryson

CRT Transactions in the EU, U.K. and the United States

In this bulletin, we consider the current state of the EU, U.K. and U.S. markets for credit risk transfer (“CRT”) transactions, with a particular focus on the fund finance market. For a more in-depth introduction to this… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Markets, Credit, Derivatives

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Kate Buchanan

Russia’s Invasion of Ukraine: Impact on European Energy Markets and Disputes

The military assault Russia launched against Ukraine on February 24, 2022 has been a destabilizing event of historic magnitude, its humanitarian, political and economic impacts reverberating far beyond the borders of Russia and… more

Economic Sanctions, Energy Market, Energy Sector, EU, Foreign Policy

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Katrina Buckley

Petrofac restructuring plan overturned by the Court of Appeal

In this alert, we consider the Court of Appeal’s judgment setting aside Petrofac’s restructuring plan sanction order, which marks the second occasion on which the Court of Appeal has overturned a previously sanctioned plan… more

Appeals, Bankruptcy Court, Chapter 11, Corporate Governance, Corporate Restructuring

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Nicholas Buckworth

COVID-19: Force Majeure Event?

Following the rapid spread of the novel coronavirus (“COVID-19”) that was first reported in Wuhan, China at the end of 2019, the World Health Organization declared COVID-19 to be a pandemic on March 11, 2020… more

Contract Terms, Coronavirus/COVID-19, Force Majeure Clause, Infectious Diseases, International Arbitration

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Harley Buggy

How to De-bank Customers Legally and Fairly: Lessons from Beyond Bank

Occurrences of de-banking have reportedly been increasing over the last decade1 as financial institutions seek to adapt to a changing regulatory and financial landscape. However taking such steps poses risks to financial… more

Anti-Money Laundering, Australia, Banking Sector, Banks, Financial Institutions

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Dr Stephan Bühner

Navigating German FDI Rules

KEY CONSIDERATIONS AND PRACTICAL INSIGHTS FOR VENTURE CAPITAL INVESTORS - Germany’s foreign direct investment (FDI) regime has been expanded considerably in recent years, mirroring a global trend towards increased scrutiny of… more

Acquisitions, Foreign Direct Investment, Germany, Innovative Technology, Investment

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Sjoerd Buijn

SPACs listings in Hong Kong – a comparison among different jurisdictions

On 17 December 2021, the Hong Kong Stock Exchange (HKEX) published consultation conclusions allowing the listing of Special Purpose Acquisition Companies (SPACs) in Hong Kong. This follows the publications of new rules on SPACs… more

Hong Kong, Hong Kong Stock Exchange, Initial Public Offering (IPO), Special Purpose Acquisition Companies (SPACs)

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Michael Buiteweg

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Brian Burke

U.S. Announces New Restrictions and Renewed Focus on Protecting Critical Technologies After China Balloon Shootdown

On February 14, 2023, the U.S. Department of Commerce’s Bureau of Industry and Security (BIS) added six Chinese entities to its Entity List for their contribution to components retrieved from the Chinese High Altitude Balloon… more

Bureau of Industry and Security (BIS), China, Entity List, Export Controls, National Security

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Jamie Burke

High Court holds no litigation privilege where expert used as “ballast in the correspondence”

Expert advice on the pricing of forward freight agreements, used to “make good any legitimate grievance” and “add ballast” in correspondence concerning alleged corporate mismanagement, was not covered by litigation privilege… more

Discovery, Evidence, Litigation Privilege, Privileged Documents, UK

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Cara Burley

Mitigating third-party provider cybersecurity risks navigating the Australian legal framework

Cybersecurity breaches originating from third-party providers (TPPs) are an escalating concern for Australian businesses. As supply chain risks grow, there is a mounting public expectation that the entity that commissioned the… more

Australia, Cybersecurity, Data Privacy, Data Protection, New Legislation

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Calum Burnett

Executive directors “knowingly concerned” in bank’s breach of the UK listing rules

The UK Upper Tribunal (Tax and Chancery) has upheld the Financial Conduct’s Authority’s (FCA) decision to take action against two former executives of a bank for being “knowingly concerned” in the bank’s breach of the listing… more

Banking Sector, Corporate Executives, Corporate Governance, Enforcement Actions, Financial Conduct Authority (FCA)

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Paul Burns

Biden election set to boost investor confidence

The election of Joe Biden is likely to usher in an era of more stable and predictable politics in the U.S., increasing the kind of investor confidence on which M&A transactions thrive… more

Affordable Care Act, Antitrust Provisions, Biden Administration, Investors

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Simon Burrows

Panel Proposes Narrowing The Scope Of Companies Subject To The Code

On 24 April 2024, the UK Takeover Panel published PCP 2024/1 ("PCP 2024/1"), in which it is consulting on a significant narrowing of the types of companies that will be subject to the Takeover Code (the “Code”) - i.e., as… more

Acquisitions, Beneficial Owner, Investment, Mergers, Publicly-Traded Companies

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Robert Burt

Syndicated DDTLs: New territory for acquisition lines?

We are increasingly seeing requests for a committed acquisition/capex facility – often referred to as a Delayed Draw Term Loan (DDTL) – to be included as part of the initial capital structure on European syndicated leveraged… more

EU, Funding, Leveraged Finance, Leveraged Loans, Loans

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James Burton

Trump and House Republicans take aim at the global minimum tax and domestic tax measures

Day one of the Trump administration and the impact of the new U.S. President and Republican-controlled House and Senate is being felt in many areas, including in the international tax sphere. On 20 January, President Trump… more

Corporate Taxes, Economic Sanctions, Executive Orders, International Tax Issues, OECD

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Laura Burton

Private damages activity escalates across key jurisdictions

In the EU, the surge in private damages actions following the transposition of the Private Damages Directive (PDD) at member state level has brought to the fore several novel legal questions, prompting national courts to… more

Class Action, Collective Actions, Court of Justice of the European Union (CJEU), Damages, Enforcement Actions

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Tomas Bury

Gender diversity on corporate boards - 2024

What to expect from the new EU Women on Boards Directive, including the practical changes for your management structure and the impact on the national legislation of each Member State. Women continue to be significantly… more

Board of Directors, Corporate Governance, Diversity, EU, EU Directive

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Jack Busby

Mining and manufacturing in outer space: The new frontier in disputes risks

Exploiting natural resources, manufacturing products and growing food in space are now well within the realms of possibility. Identifying, assessing and mitigating disputes risks arising from these activities pose a significant… more

Contract Disputes, EU, Intellectual Property Protection, Legislative Agendas, Mining

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Dr Wolf Bussian

White collar crime enforcement in Germany: trends and developments

German authorities have intensified and accelerated their enforcement activities in 2023, following a slowdown of both investigations and court proceedings during the pandemic. This had led to a surge of dawn-raids in… more

Anti-Money Laundering, Compliance, Corporate Crimes, Criminal Liability, Cross-Border

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Tom Butcher

United States and United Arab Emirates promote cooperation on artificial intelligence

On September 23, 2024, the United States (U.S.) White House issued a statement announcing that the U.S. and United Arab Emirates (UAE) intend to promote cooperation in artificial intelligence (AI) and related technologies and… more

Artificial Intelligence, Middle East, Privacy Laws, Regulatory Agenda, Regulatory Requirements

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Russell Butland

Civil Justice Council calls for overhaul of English litigation funding and lawyer fees arrangements

On June 2, 2025, the Civil Justice Council (“Council”)—a public body that reviews and makes recommendations to the UK Government about the English civil justice system—published its much-anticipated report on litigation funding… more

Attorney's Fees, Class Action, Competition, Damages, Litigation Funding

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Alexandra Butler

Quiet quitting – new language, old problem

Quiet quitting did not make the OED’s ‘word of the year’ shortlist this week but it is a phrase increasingly weaving its way into conversations. Misleadingly, quiet quitting has nothing to do with employees leaving their jobs… more

Employer Liability Issues, Job Duties, Poor Job Performance

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Katie Butler

SEC Proposes New SPAC Rules

On March 30, 2022, the SEC released highly anticipated proposed rules for transactions involving special purpose acquisition companies (SPACs). If adopted in their current form, these rules would purport to make wide-ranging… more

Disclosure Requirements, Initial Public Offering (IPO), Safe Harbors, Securities and Exchange Commission (SEC), Securities Regulation

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Karen Buzard

The changing face of AI in the U.S.

Following their ranking in Chambers and Partners’ inaugural U.S. ranking for Artificial Intelligence (AI) attorneys, our tech sector team has worked with Chambers and Partners to write three articles on the rapidly changing… more

Artificial Intelligence, California, Legal Technology, New Regulations, New York

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Charlotte Byers

The new product liability

On October 10, 2024, the Council of the EU adopted the new EU Directive on Liability for Defective Products, which replaces the previously applicable Product Liability Directive of 1985, thereby fundamentally changing the… more

Artificial Intelligence, Commercial Litigation, Disclosure, Dispute Resolution, EU

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Sylvain Cailleau

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Saranpaal Calais

Generative AI hardware - the other arms race

With the release of OpenAI’s ChatGPT in 2022 and the proliferation of competing large language models, the demand for Generative AI use cases has skyrocketed and, with it, the demand for processing power and computer chips… more

Artificial Intelligence, Automation Systems, Innovative Technology, Machine Learning, Microchip Technology

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Alexander Calthrop

Australian Companies Face Greater Scrutiny With New Foreign Bribery Investigations Team

On 5 September 2016, the Commonwealth Government announced the establishment of a Perth-based specialised fraud and anti-corruption team that will focus on foreign bribery investigations. Justice Minister Michael Keenan has… more

Anti-Bribery, Anti-Corruption, Australia, Corporate Counsel, Deferred Prosecution Agreements

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David Campbell

Not just another drop in the ocean: Thames Water and developments in restructuring plans since Adler

In this alert, we take a look at some of the principal points arising from the Court of Appeal’s judgment in respect of the Thames Water restructuring plan, as well as the broader state of play for restructuring plans in the… more

Appeals, Banking Sector, Commercial Bankruptcy, Corporate Governance, Corporate Restructuring

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Mike Campbell

Projects, energy and infrastructure in the GCC – What does 2024 have in store?

Last year was big for the green hydrogen industry in the GCC. Alongside the dozens of MOUs entered into and announcements made at COP: - In May, the USD8.4 billion NEOM Green Hydrogen Project in KSA reached financial close,… more

Carbon Capture and Sequestration, Energy Market, Energy Projects, Energy Sector, EU

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Blair Campion

Sanctions Round Up: First Quarter 2022

The world’s response to Russia’s invasion of Ukraine dominated the first quarter of 2022, as the US and its international partners coordinated efforts to impose unprecedented sanctions designed to isolate the Russian Federation… more

Biden Administration, China, Cuba, Department of Justice (DOJ), Economic Sanctions

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Andrés Candela

The Spanish Constitutional Court declares certain squatter-protection rules in Catalonia null

On 28 January 2021 the Spanish Constitutional Court published a ruling that declares null several articles of the DL 17/2019 on the basis, among others, that annulled provisions affect basic elements of the constitutional right… more

Constitutional Courts, Leases, Private Property, Residential Leases

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John Cannon

Florida Choice Act bolsters enforceability of noncompete and garden leave agreements

In a departure from the legislative trends in certain states to curtail post-employment restraints, the state of Florida has bucked the tide to take the most employer friendly approach to restrictive covenants. On April 24,… more

Employees, Employer Liability Issues, Employer Responsibilities, Employment Contract, Enforcement

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Sarah Cantwell

Sustainability linked lending in the leveraged finance market

Environmental, Social and Governance (ESG) matters have long been a talking point in the leveraged finance market, but the end of 2020 and the first few months of 2021 have seen deal flow take off for transactions addressing… more

Environmental Social & Governance (ESG), Leveraged Finance, Sustainability, UK

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Vivian Cao

Foreign investment control regimes reach far and hit hard

Foreign investment (FDI) screening regimes continued to present challenges for dealmakers. We saw tough intervention in key jurisdictions. New and expanding rules added to regulatory burden. Overall, most deals are cleared… more

Acquisitions, Compliance, EU, Foreign Direct Investment, Global Market

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Loni Cardoso

Global trends in government scrutiny of semiconductor transactions: an overview of recent cases

The semiconductor industry is based on a highly specialized supply chain where no one country or region dominates both design and manufacturing. This has created an industry where collaboration is global in nature. This remains… more

Exports, National Security, Popular, Semiconductors, Supply Chain

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Winfried Carli

COVID-19 | Germany: Availability of Government Support for Infrastructure Businesses

Government Support for German Infrastructure through COVID-19 The German Federal Government has introduced several initiatives to increase the liquidity of businesses during the COVID-19 crisis… more

Coronavirus/COVID-19, Germany

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Tine Carmeliet

A new European strategy to foster life sciences innovation and market access

On July 2, 2025, the European Commission released its communication “Choose Europe for life sciences. A strategy to position the EU as the world’s most attractive place for life sciences by 2030” (the Strategy)… more

Biotechnology, Clinical Trials, EU, Healthcare, Innovation

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Imogen Carr

UK merger control to see faster reviews and clarified jurisdictional tests

The Competition and Markets Authority (CMA) has launched a consultation on proposed changes to its mergers guidance on jurisdiction and procedure (CMA2) and its mergers notice template… more

Competition, Jurisdiction, Merger Controls, Merger Reviews, Mergers

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George Casey

2023 Proxy Season Quick Reference Guide

The 2023 proxy season is just around the corner. This quick reference guide, which is intended to supplement Shearman & Sterling’s 20th Annual Corporate Governance & Executive Compensation Survey, summarizes themes from the 2022… more

Board of Directors, Corporate Governance, Disclosure Requirements, Executive Compensation, Proxy Season

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Marc Castagnede

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Javier Castresana

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’… more

Best Practices, Board of Directors, Corporate Governance, Corporate Liability, Corporate Management

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Kate Cavelle

Making a positive social impact

Around the world, in many different settings, A&O is drawing on all its resources – from financial to skills, time and expertise – to make a real difference in the lives of people. A&O’s new global charity partner, Women for… more

Diversity, Legal Advice, Mentors, Pro Bono, Professional Development

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Jakub Cech

The EU Chips Act: strengthening the EU’s technological leadership and confronting semiconductor shortages

With significant fanfare, on 8 February 2022, the European Commission (the Commission) published its proposal for an EU Chips Act (the Act). The Commission President, Ursula von der Leyen, proclaimed the proposed Act a “game… more

EU, Member State, Popular, Semiconductors, Supply Chain

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Natalia Celac-Taraboanta

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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Doris Ceoromila

Italian 2024 budget law - Allen & Overy

The Budget Law extends the applicability of the Italian participation exemption regime (Italian PEX) to companies and trade entities which are resident in an EU or EEA member State (that allows an adequate exchange of… more

Budgets, Capital Gains, Corporate Governance, Corporate Taxes, EU

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Lucie Cerna

BankID – a fix to the Czech KYC misery

Since 1 January 2017, when the Act No. 186/2016 Coll., on Gambling (the Gambling Act) entered into force, foreign online gambling operators have been at a disadvantage in the methods of identity verification of their customers… more

Anti-Money Laundering, Banks, Czech Republic, Gambling

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Eunjee Chae

UK Introduces Energy Profits Levy on 'Extraordinary Profits' of Oil and Gas Companies

The U.K. Government announced on May 26, 2022 its intention to introduce with immediate effect a temporary Energy Profits Levy (the “Levy”), an additional U.K. Corporation Tax charge at a rate of 25% on the profits of oil and… more

Corporate Taxes, Levy, New Legislation, Oil & Gas, Tax Levy

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Arnondo Chakrabarti

UK corporate criminal liability reform

The UK Government has asked the Law Commission to review the law on corporate criminal liability and propose options for reform. Supporters of reform will use recent failures of the UK Serious Fraud Office to prosecute large… more

Bribery, Corporate Liability, Criminal Liability, Serious Fraud Office (SFO), Tax Evasion

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Lydia Challen

Creative deal structures help life sciences innovators ride out the macro storm

Globally, market volatility has eroded confidence and subdued M&A activity. A “wait and see” approach is the prevailing sentiment for many market participants; it is difficult to convince boards to advance deals while valuations… more

Acquisitions, Biotechnology, Contract Terms, Intellectual Property Protection, Joint Venture

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Richard Chamberlain

Sustainable aviation fuel – on the ascent

As the aviation industry pins its hopes on sustainable aviation fuel (SAF) to achieve Net Zero carbon emissions by 2050, Joe Clinton, Matthew Townsend, Richard Chamberlain and Ying-Peng Chin outline the regulatory, investment… more

Aircraft, Airlines, Aviation Industry, Biofuel, Carbon Emissions

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Karen Chan

Committees of inspection in Hong Kong liquidations explained: Who sits at the table?

Following the making of a winding-up order by the Hong Kong Court, a provisional liquidator or a liquidator can decide whether to apply to the Hong Kong Court for appointment of certain creditors and contributories to form a… more

Beneficial Owner, Corporate Restructuring, Creditors, Debt Securities, Hong Kong

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Melody Chan

Committees of inspection in Hong Kong liquidations explained: Who sits at the table?

Following the making of a winding-up order by the Hong Kong Court, a provisional liquidator or a liquidator can decide whether to apply to the Hong Kong Court for appointment of certain creditors and contributories to form a… more

Beneficial Owner, Corporate Restructuring, Creditors, Debt Securities, Hong Kong

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Nicholas Chapman

Financial Services and Markets Bill: The Designated Activities Regime in the UK

The Financial Services and Markets Bill creates a Designated Activities Regime that will impact both authorised and unregulated firms. The Designated Activities Regime is intended to maintain the purview of the Financial… more

Financial Conduct Authority (FCA), Financial Services Industry, FSMA, Prudential Regulation Authority (PRA), UK

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Alix Charles

Additional Guidance for Drafting Dedications: Delaware Bankruptcy Court Rejects Southland Dedication

The oil and gas industry in the United States is highly dependent upon an intricate set of agreements that allow oil and gas to be gathered from privately owned land. Historically, the dedication language in oil and gas… more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Energy Sector

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Susanna Charlwood

Court awards first security for costs order in respect of a challenge to a restructuring plan

Court awards first security for costs order in respect of a challenge to a restructuring plan. Key takeaways - The High Court has for the first time awarded security for costs in respect of a challenge to a proposed… more

Creditors, Distressed Debt, EU, Financial Institutions, Healthcare Facilities

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Nathan Charnock

EDPB publishes opinion on personal data processing relating to AI model development

On December 17 2024, the European Data Protection Board (EDPB) issued Opinion 28/2024 addressing data protection aspects of processing in the context of AI models. This Opinion was requested by the Irish Data Protection… more

Algorithms, Artificial Intelligence, Compliance, Data Privacy, Data Protection

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Phuong Chau

Vietnam’s PDP8 gets a makeover

On April 15, 2025, just under two years after unveiling the original National Power Development Plan for the 2021–2030 period, with a vision up to 2050 (the “PDP8”)1, the prime minister approved updates to the PDP8 (the “Amended… more

Energy Policy, Energy Projects, Energy Sector, Greenhouse Gas Emissions, Nuclear Power

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Bosco De Checa

Foreign direct investment regime in Spain: recent developments

Introduction - On 5 July 2023, Royal Decree 571/2023 on foreign investments (RD 571/2023), previously approved by the meeting of the Council of Ministers on 4 July 2023, was published in the Official State Gazette. It will… more

Critical Infrastructure Sectors, Foreign Acquisitions, Foreign Direct Investment, Foreign Investment, Investment

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Denis Chemla

French client-attorney privilege: threats on the horizon?

On March 11, the Criminal Chamber of the French Supreme Court (Cour de cassation) handed down four rulings that drastically narrow the scope of French legal privilege. Under French law, when a dawn raid is carried out in a… more

Appeals, Attorney-Client Privilege, Criminal Investigations, Criminal Prosecution, Dawn Raids

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Lorna Chen

Updated: Covid-19 Compliance And Legal Considerations For Asset Managers

As the world responds to COVID-19, we have identified a wide variety of compliance and legal considerations for asset managers. We previously summarized a select list of these considerations on March 18, 2020. Given the… more

Asset Management, Coronavirus/COVID-19

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Ran Chen

China's enforcement trends and developments: a review of data, bribery, and corporate crime issues

Commercial bribery enforcement also became more active, as the authorities marked the 30th anniversary of the PRC Anti-Unfair Competition Law. The revision of the PRC Anti-Espionage Law raised some concerns about national… more

Anti-Corruption, Artificial Intelligence, Bribery, China, Competition

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Alexander Chenery

UK energy: the UK Government introduces the eagerly awaited Planning and Infrastructure Bill

Making good on the 2024 King’s Speech promise, the Government introduced the eagerly anticipated Planning and Infrastructure Bill (the Bill) to Parliament on March 11, 2025. While retaining the bulk of the existing planning… more

Clean Energy, Energy Projects, Energy Sector, Energy Storage, Environmental Policies

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Amy Cheng

Canada – Digital Charter Implementation Act introduced to strengthen federal data protection laws and regulate AI

On 16 June 2022, the Canadian Minister of Innovation, Science and Industry and Minister of Justice and Attorney General of Canada introduced the Digital Charter Implementation Act 2022 to modernise the regulation on processing… more

Artificial Intelligence, Canada, Cybersecurity, Data Protection, Data Security

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Jonathan Cheng

The Trump era DOJ and FTC: a return to merger remedies

This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement is… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Department of Justice (DOJ), Enforcement Actions

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Roberta Cherman

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Michael Chernick

Serta’s ‘Uptiering’ Maneuvering Approved by U.S. Bankruptcy Court

Serta Simmons Bedding, LLC’s (“Serta”) chapter 11 reorganization plan has been confirmed by the U.S. Bankruptcy Court for the Southern District of Texas in its June 6, 2023 decision. The presiding judge, Judge David R. Jones,… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

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Phil Cheveley

Keeping the Faith: English Court of Appeal Considers Contractual Good Faith Provision in Shareholder Agreement

The English law concerning contractual duties of good faith (express and implied) has received considerable judicial attention in recent years. It will therefore be of interest to those who use English law contracts,… more

Board of Directors, Breach of Contract, Contract Disputes, Contract Interpretation, Contract Terms

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Daryl Chew

Recent Developments—International Arbitration in Asia

Despite the impact of COVID-19 on business activity around the world, the international arbitration jurisprudence in Singapore has continued to grow consistently with the country’s reputation as a leading hub for international… more

International Arbitration, Singapore

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Kuang Chiang

AI diffusion rule rescinded; policy guidance for advanced integrated circuits and commodities issued

The U.S. Department of Commerce, Bureau of Industry and Security (BIS) announced on May 13, 2025, its plans to rescind the Artificial Intelligence Diffusion Framework (the Rule), the Biden-era regulation that imposed a… more

Artificial Intelligence, Bureau of Industry and Security (BIS), China, Enforcement Actions, Export Controls

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Claudio Chiarella

End to six-month cap on unlawful termination compensation in small businesses for Jobs-Act-governed relationships

On July 21, 2025, the Constitutional Court, with Judgment No. 118/2025, declared the constitutional illegitimacy of Article 9, paragraph 1 of Legislative Decree 23/2015. With this decision, the court deleted the strict… more

Compensation, Constitutional Challenges, Employee Rights, Employees, Employer Liability Issues

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Ying-Peng Chin

Sustainability reconfiguration in the EU and the UK—recent highlights

The sustainability regulatory landscape in Europe is reconfiguring at a rapid rate. Amid heightened anti-ESG sentiments emanating from some quarters, the UK and EU are each working to slash businesses’ regulatory burdens by 25%,… more

Climate Change, Corporate Sustainability Reporting Directive (CSRD), Disclosure Requirements, EU, Regulatory Reform

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Jonathan Cho

CFTC announces final guidance regarding voluntary carbon credit derivative contracts

On September 20, 2024, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that it had approved final guidance (the “Final Guidance”) for designated contract markets (“DCMs”) that list voluntary carbon credit… more

Carbon Emissions, CFTC, Commodity Exchange Act (CEA), Derivatives, Designated Contract Markets (DCMs)

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Joey Chong

EU leads global charge as abuse of dominance cases target Big Tech

2024 saw a significant increase in the total fines imposed in abuse of dominance cases compared to 2023, reversing a trend of decline in recent years. The rise in fine volumes was spread across all regions of the world, with the… more

Abuse of Dominance, Antitrust Provisions, Big Tech, Competition, Enforcement Actions

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Oscar Choo

Watts at stake when there's a delay?

The High Court has provided guidance on a contractor’s general right to suspend works, the enforceability of liquidated damages upon termination, and the recoverability of financing costs as part of loss of revenue… more

Breach of Contract, Construction Contracts, Construction Disputes, Construction Project, Contract Terms

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Pauline Choplin

The EU Foreign Subsidies Regulation

Impact on public procurement procedures. The EU Foreign Subsidies Regulation (FSR) was published on 23 December 2022. It will take effect on 12 July 2023 and provides for mandatory notification requirements from 12 October… more

Draft Implementation Regulations, EU, European Commission, Foreign Subsidies, Procurement Guidelines

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Karen Chow

Combating payment account fraud – latest regulatory developments in Australia

On 30 November 2023, the Treasury of the Australian Government released its consultation paper on a proposed Scams Code Framework (the Framework) which seeks to establish robust codes and targeted measures to reduce scam… more

Australia, Digital Platforms, Enforcement Actions, Financial Services Industry, Noncompliance

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Daniel Chozick

Prosecutors and Regulators Focus on Cryptocurrency Platforms and Anti-Money Laundering Requirements

Prosecutors and regulators are signaling an intent to expand accountability amongst cryptocurrency platforms under U.S. laws and regulations, including the Bank Secrecy Act (BSA). On October 8, 2020, the United States Department… more

Anti-Money Laundering, Bitcoin, Blockchain, Cryptocurrency, Digital Currency

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Helen Christakos

The convergence of privacy, AI, and cybersecurity: what fintech GCs should prioritize now

The intersection of privacy, cybersecurity, and AI is reshaping risk and regulation in fintech. In a recent episode of The Fintech and Blockchain Podcast, our team explored how fast-moving developments—from AI-powered phishing… more

Artificial Intelligence, Cyber Threats, Cybersecurity, Data Privacy, Enforcement Actions

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Anthony Christianto

New OJK Circular on the distribution of insurance products

On 2 October 2020, the Indonesian Financial Services Authority (Otoritas Jasa Keuangan – OJK) issued Circular Letter No. 19/SEOJK.05/2020 on the Distribution Channel of Insurance Products (the Circular Letter), which provides… more

Consumer Insurance Products, Indonesia, Insurance Regulations, Marketing

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Maria Christopher Bell

EPA takes sweeping action on PFAS in 2024

The U.S. Environmental Protection Agency (EPA) recently took two significant actions on per- and polyfluoroalkyl substances (PFAS). First, it issued final National Primary Drinking Water Regulations (NPDWR) for six PFAS… more

CERCLA, Drinking Water, Environmental Policies, Environmental Protection Agency (EPA), New Rules

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Trinh Chubbock

English High Court Rejects Climate Case Against Energy Company Board

In our insight “Personal Liability of Directors for Climate Strategy: Landmark Case against Energy Company Board,” we analyzed the claim filed in the English High Court by non-profit organization ClientEarth against the… more

Board of Directors, Climate Change, Corporate Counsel, Derivative Suit, Energy Sector

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Natalia Chyb

Energy price caps and other emergency interventions in the electricity market in Poland in 2023

As a sharp increase in energy prices has been observed in recent months, the Polish Parliament, following the Council of the European Union, introduced a new emergency intervention in the electricity market to protect end-users… more

Energy Projects, Energy Sector, Poland, Renewable Energy

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Senem Cilingiroglu

Litigation ain’t mitigation

A contractual requirement for taking “all reasonable action” to mitigate loss will not oblige a victim to embark on uncertain litigation on behalf of a third party… more

Breach of Contract, Contract Termination, Contract Terms, Duty to Mitigate

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Eliana Cioffi

The liability of statutory auditors in corporations: insights on the changes to the Italian civil code

The imminent publication in the Official Gazette of the reform of Article 2407 of the Italian Civil Code heralds the making of significant changes to the civil liability of statutory auditors. The law, approved on March 12,… more

Auditors, Civil Liability, Corporate Governance, Financial Regulatory Reform, Italy

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Marketa Cisarova

Gender diversity on corporate boards - 2024

What to expect from the new EU Women on Boards Directive, including the practical changes for your management structure and the impact on the national legislation of each Member State. Women continue to be significantly… more

Board of Directors, Corporate Governance, Diversity, EU, EU Directive

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Tamara Cizeika

2024: Regulation gets 'smart'?

In our annual financial services Horizon Scanning webinar, our regulatory team provided an overview of upcoming and expected changes for UK firms. Partners from our UK team considered regulatory updates on the horizon for… more

Banking Sector, Digital Assets, EMIR, Financial Institutions, Financial Regulatory Reform

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Elia Ferdinando Clarizia

Italian 2024 budget law - Allen & Overy

The Budget Law extends the applicability of the Italian participation exemption regime (Italian PEX) to companies and trade entities which are resident in an EU or EEA member State (that allows an adequate exchange of… more

Budgets, Capital Gains, Corporate Governance, Corporate Taxes, EU

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James Clark

The Financing for the Future Act: Reforms for German ECM transactions

The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - The… more

Capital Markets, EU, Financial Institutions, Germany, Initial Public Offering (IPO)

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Fleur Clegg

EU energy transition: European commission announces Strategic Projects outside of the EU to boost critical materials value chain

Following the commission’s announcement in March of the first 47 Strategic Projects under the EU Critical Raw Materials Act (Act) located within the EU (discussed in our previous article, the commission has confirmed 13… more

Clean Energy, Critical Infrastructure Sectors, Energy Policy, Energy Sector, EU

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David Clinch

Sustaining the Wind of Reform in the Philippines

Although the Philippines has not yet made a formal net zero commitment or set any specific offshore wind (“OSW”) targets, there have been a series of actions beginning with the release of an offshore wind roadmap (“Roadmap”)… more

Department of Energy (DOE), Energy Storage, Green Energy, Offshore Wind, Philippines

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Joe Clinton

Projects, energy and infrastructure in the GCC – What does 2024 have in store?

Last year was big for the green hydrogen industry in the GCC. Alongside the dozens of MOUs entered into and announcements made at COP: - In May, the USD8.4 billion NEOM Green Hydrogen Project in KSA reached financial close,… more

Carbon Capture and Sequestration, Energy Market, Energy Projects, Energy Sector, EU

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Angela Clist

Building purposeful legal careers: innovation, adaptability, and in-house counsel’s future

The legal profession, long associated with tradition and precedent, is undergoing a transformation as profound as any in its history. Technological innovation, shifting business expectations, and the relentless drive for… more

Artificial Intelligence, Automation Systems, Business Strategies, Change Management, Corporate Counsel

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Parisa Clovis

CRT Transactions in the EU, U.K. and the United States

In this bulletin, we consider the current state of the EU, U.K. and U.S. markets for credit risk transfer (“CRT”) transactions, with a particular focus on the fund finance market. For a more in-depth introduction to this… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Markets, Credit, Derivatives

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Eimear Coady

What’s driving the surge in digital infrastructure deals?

Digital infrastructure transactions continue to increase globally, with investors particularly focused on mobile towers, data centres and fibre networks… more

Acquisitions, Infrastructure, Investment, Investors

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Jacob Coate

Supreme Court Unanimously Allows ‘Existential’ Constitutional Challenges to SEC & FTC to Be Brought in Federal Court

On Friday, the Supreme Court held, 9-0, that two plaintiffs—Ms. Cochran and Axon Technologies—could bring their constitutional challenges against the SEC and the FTC directly in federal court, bypassing a statutorily created… more

Enforcement Actions, Federal Trade Commission (FTC), Judicial Review, SCOTUS, Securities and Exchange Commission (SEC)

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John Coburn

Covid-19 coronavirus: UK business loan package – are you eligible to participate?

The UK government has announced a number of measures designed to respond to the economic shock arising from Covid-19 coronavirus – these include providing businesses of all sizes with access to a £330 billion package of… more

Coronavirus/COVID-19, Infectious Diseases, Small Business Loans, UK

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Robert Cohen

CFTC announces proposed guidance and a request for comments regarding voluntary carbon credit derivative contracts

\On December 4, 2023, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that they were seeking public comment on proposed guidance for the listing of voluntary carbon credit (“VCC”) derivative contracts.1… more

CFTC, Climate Change, Commodities, Derivatives, Environmental Policies

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Chris Collins

United Kingdom Supreme Court Clarifies When Court Proceedings Will Be Stayed in Favour of Arbitration

The U.K. Supreme Court has recently clarified the English courts’ power under Section 9 of the Arbitration Act 1996 (“Section 9”) to stay proceedings which are properly the subject of an arbitration agreement… more

Arbitration, Arbitration Agreements, International Arbitration, International Litigation, UK

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Sandy Collins

EMIR 3 – the active account requirement

The latest revisions to the European Market Infrastructure Regulation (known as EMIR 3)1 brought about numerous changes affecting cleared markets, with potential impacts both within and outside the EU. Among these is the… more

Compliance, Derivatives, EMIR, EU, European Securities and Markets Authority (ESMA)

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Patrick Colsher

Update on Key Patent Court Scheduling Adjustments in View of COVID-19

COVID-19 has taken an unprecedented toll on the United States and the world at large. It has impacted nearly every facet of both professional and personal life and, with that, the patent landscape, too—especially as it pertains… more

Coronavirus/COVID-19, International Trade Commission (ITC), Patent Litigation, Patents, USPTO

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Creighton Condon

Delaware Court of Chancery finds that stockholder ratification following adverse judgment does not absolve findings of breach of fiduciary duty

Subsequent to the post-trial opinion by Chancellor McCormick in January 2024, Tesla appointed a new independent director to serve on a newly created independent committee, which issued a report recommending that stockholders… more

Breach of Duty, Elon Musk, Fiduciary Duty, Independent Directors, Post-Trial Order

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Tim Conduit

The EU goes for gold with its Green Bond Regulation

When the European Parliament announced that political agreement on the EU Green Bond Regulation (the Regulation) had been reached with the Council on 28 February 2023, rapporteur Paul Tang was quoted as saying… more

EU, European Commission, European Securities and Markets Authority (ESMA), Green Bonds, International Capital Markets Association (ICMA)

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Sheila Connell

UK Electricity Market Reform

On 16 October 2014, the first CfD allocation round commences, with the first CfDs being signed as early as January 2015, subject to any mid-allocation round appeals. The attached “Contracts for Difference – On the Launchpad”,… more

Capacity Market, Electricity, UK

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Christabel Constance

Litigation privilege not lost despite party deceiving a third party as to its true purpose in asking for information

Legal professional privilege is absolute unless overridden by statute or the party entitled to claim privilege waives that privilege or is estopped from claiming it. There is no principle of law that if a party misleads a third… more

Confidential Information, Litigation Privilege, Privileged Communication, UK

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Andrew Cook

UK Small Business and Emerging Growth Company Resource Guide

The COVID-19 pandemic has resulted in unprecedented disruption to worldwide markets and personal livelihoods, affecting global companies, small companies and main street businesses alike. As business owners struggle to… more

Coronavirus/COVID-19, Emerging Growth Companies, Small Business, UK

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Rik Coomans

MiCAR under the microscope - Part 7: Prudential and capital requirements for issuers of ARTs and CASPs

In this edition of our "MiCAR under the microscope" series, we examine the prudential requirements, with a specific focus on the capital requirements that are applicable to issuers of ARTs and EMTS and CASPs under Regulation… more

Capital Markets, Compliance, Cryptocurrency, Digital Assets, EU

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Felise Cooper

EPA takes sweeping action on PFAS in 2024

The U.S. Environmental Protection Agency (EPA) recently took two significant actions on per- and polyfluoroalkyl substances (PFAS). First, it issued final National Primary Drinking Water Regulations (NPDWR) for six PFAS… more

CERCLA, Drinking Water, Environmental Policies, Environmental Protection Agency (EPA), New Rules

See all updates »

Samuel Cooper

Fifth Circuit Securities Litigation Quarterly: first quarter 2025

Welcome to the Q1 2025 edition of A&O Shearman’s Fifth Circuit Securities Litigation Quarterly. As public companies and financial institutions continue to migrate to Texas, our Texas-based securities litigation team continues to… more

Class Action, Securities and Exchange Commission (SEC), Securities Fraud, Securities Litigation, Securities Regulation

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Rory Copeland

A guide to virtual IBANs and their regulation

KEY POINTS - - Virtual International Bank Account Numbers (vIBANs or virtual IBANs) are identifiers formally linked to a master bank account and informally associated with other accounts or relationships. They are… more

Banking Sector, Financial Services Industry, FinTech, International Trade, Regulatory Requirements

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Claire Coppel

Reflections on the 2025 AGM and reporting season

As the 2025 AGM and reporting season passes its peak, we have produced a note of our reflections on what we’ve seen in the market so far this year, and developments we’re expecting in the coming months. The key themes covered… more

Board of Directors, Capital Markets, Climate Change, Corporate Governance, Environmental Social & Governance (ESG)

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Neville Cordell

Training and deploying AI models around the world: the territorial issues at stake in Getty Images v. Stability AI

AI developers and content owners in the UK and around the world are eagerly anticipating the outcome of the Getty Images v. Stability AI trial. One of the most commercially significant aspects of the case is the relevance of UK… more

Algorithms, Artificial Intelligence, Copyright, Copyright Infringement, Copyright Litigation

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Andy Cork

UK Pensions: What's new this week? August 4, 2025

TPR blog post on managing systemic risks - The latest blog post from the Pensions Regulator (TPR) highlights the importance of managing systemic risks, including climate change, nature loss and broader ESG factors, as "a core… more

Climate Change, Data Privacy, Environmental Social & Governance (ESG), Fiduciary Duty, HMRC

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Myles Cormack

Pensions Academy, Autumn 2022: what we covered

Throughout the week of 31 October 2022 we hosted our Pensions Academy Online - an update on issues for pension schemes and the people that run them. Please find a summary of the key takeaways from the week below… more

Employee Benefits, Pension Schemes, Pensions, UK

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Maria Cornilsen

UK Small Business and Emerging Growth Company Resource Guide

The COVID-19 pandemic has resulted in unprecedented disruption to worldwide markets and personal livelihoods, affecting global companies, small companies and main street businesses alike. As business owners struggle to… more

Coronavirus/COVID-19, Emerging Growth Companies, Small Business, UK

See all updates »

Jorge Coronel

Ripple Labs: long-awaited decision answers some questions but gives rise to further uncertainty

In SEC v. Ripple Labs, the U.S. Securities and Exchange Commission (“SEC”) alleges that Ripple Labs, Inc. and two of its executives raised over $1.3 billion through an unregistered and ongoing digital asset securities offering… more

Capital Raising, Cryptocurrency, Digital Assets, Enforcement Actions, Offerings

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Marina Mendes Correa

The SEC’s Final Climate Disclosure Rules

On March 6, 2024, almost two years after its originally proposed rules, the Securities and Exchange Commission (SEC) adopted final rules relating to the enhancement and standardization of climate-related disclosures. While the… more

Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Andrei Costica

Council of the EU agrees position on PSD3

On June 18, 2025, the Council of the European Union (EU) took a significant step forward in modernising the EU’s payment services framework by formally agreeing on its negotiating mandate for the Payment Services Directive 3… more

Banks, Compliance, Consumer Protection Laws, EU, European Commission

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Sara Couling

New ISDA Documentation On Brexit: Will English Law Remain Even If The UK Does Not?

Some have expressed concern that Brexit will reduce the use of English law derivatives documentation. Any such concern is in our view unfounded, as this note explains… more

Bank Recovery and Resolution Directive (BRRD), Derivatives, English Common Law, EU, European Economic Area (EEA)

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John Cove

The FTC Sets its Sights on Noncompete Agreements, Launches First Major Standalone Section 5 Claims

Last week, the FTC announced two significant moves. First, the FTC brought its first major standalone Section 5 actions, targeting certain companies’ employment noncompete agreements as unfair methods of competition. The very… more

Anti-Competitive, Competition, Corporate Counsel, Employer Liability Issues, Employment Contract

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Ann Marie Cowdrey

SEC’s Division of Examinations Issues Risk Alert Regarding MNPI-Related Compliance Issues for Investment Advisers

On April 26, 2022, the Division of Examinations (the “Division”) of the Securities and Exchange Commission issued a Risk Alert listing notable examples of deficiencies that its staff has identified regarding investment advisers’… more

Broker-Dealer, Compliance, Enforcement Actions, Fund Managers, Investment Adviser

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Alyssa Cowley

Early Views on the US Energy and Infrastructure Sectors Under a Trump Administration

Energy and infrastructure policy was as at the forefront of the presidential election discussion and has continued to be highlighted as a focus for the Trump administration. Here, we take an early look at how a Trump… more

Coal Industry, Energy Sector, Fixing America’s Surface Transportation Act (FAST Act), Infrastructure, Investment Tax Credits

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Ellen Cramer-de Jong

Great Fund Insights: Navigating NAV issues in open-ended real estate funds during economic challenges

This publication focuses on the key issue currently facing managers of open-ended real estate funds offered to institutional investors: the difficulty of striking reliable valuations of properties under the economically complex… more

Alternative Investment Fund Managers Directive (AIFMD), Contract Terms, Financial Markets, Fund Managers, Investment Funds

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Matthew Craner

Updated New York Order Maintains Tolling - September 2020

In connection with the continued efforts of New York State to grapple with the COVID-19 pandemic, a recent order updated the emergency measures in place impacting pending and potential litigation in New York and possibly… more

Coronavirus/COVID-19, Executive Orders, Filing Deadlines, Governor Cuomo, New York

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John Craven

Key Considerations for Midstream Contracts in a Low-Price and Low-Demand Environment

Last month, West Texas Intermediate crude dropped below $0.00 for the first time in history after weeks of low global oil demand as a result of the novel Coronavirus (COVID-19) pandemic and the Saudi Arabia-Russia price war… more

Coronavirus/COVID-19, Energy Sector, Oil & Gas, Oil Prices, Supply and Demand

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Benjamin Crawford

Coronavirus: Points to consider on M&A transactions

As coronavirus (Covid-19), first reported in Wuhan in December 2019, spreads across China and beyond, it has been widely reported that some Chinese companies are looking to suspend or terminate their contractual commitments… more

Acquisitions, China, Coronavirus/COVID-19, Corporate Counsel, Force Majeure Clause

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Jennifer Cresswell

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Hannah Crisp

Employment law predictions 2023: Key themes for the year ahead

Following the success of our Employment Law Horizon Scanning webinar that took place earlier this year we have released our predictions for 2023… more

Employer Liability Issues, Employment Tribunals, UK, Whistleblowers

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Lucinda Critchley

Court of Justice of the European Union says ad hoc submission to arbitration of dispute between EU Member State and EU investor under BIT is against EU law

On 26 October 2021, the Court of Justice of the European Union (the Court) delivered its judgment in Case C‑109/20, Republic of Poland v PL Holdings S.á r.l. (PL Holdings)… more

Arbitration, Arbitration Agreements, Corporate Counsel, EU, Investors

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Francesca Croci

The liability of statutory auditors in corporations: insights on the changes to the Italian civil code

The imminent publication in the Official Gazette of the reform of Article 2407 of the Italian Civil Code heralds the making of significant changes to the civil liability of statutory auditors. The law, approved on March 12,… more

Auditors, Civil Liability, Corporate Governance, Financial Regulatory Reform, Italy

See all updates »

Annabelle Croker

Global trends in government scrutiny of semiconductor transactions: an overview of recent cases

The semiconductor industry is based on a highly specialized supply chain where no one country or region dominates both design and manufacturing. This has created an industry where collaboration is global in nature. This remains… more

Exports, National Security, Popular, Semiconductors, Supply Chain

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Peter Crossan

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Larry Crouch

Impact of the One Big Beautiful Bill Act on Inflation Reduction Act Incentives

On July 4, 2025, President Trump signed into law “An Act to provide for reconciliation pursuant to title II of H. Con. Re. 14” (commonly known as the One Big Beautiful Bill Act (the “Act”)). On July 7, President Trump released… more

Clean Energy, Energy Policy, Executive Orders, Federal Budget, Legislative Agendas

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Dominique Crowley

LIBOR transition: less is more

In the race to remediate, the moment has come for lenders to lighten up on corporate authorisations and legal opinions… more

Banking Sector, Financial Conduct Authority (FCA), Financial Services Industry, Interest Rates, Libor

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Jeanette Cruz

The path to safety is difficult, long and slow

To mark International Day Against Homophobia, Biphobia and Transphobia we look at how A&O supports LGBT+ refugees - Turkey ought to have been a place of relative safety. He had escaped his native Iraq fearing for his life,… more

Gender Identity, LGBTQ, Pro Bono, Sexual Orientation

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Cassandra Cuellar

T+1 Settlement Coming May 28, 2024

On February 15, 2023, the SEC adopted several changes to shorten the standard settlement cycle for securities transactions to T+1 effective May 28, 2024… more

Broker-Dealer, Capital Markets, Domestic Securities Transaction, Securities, Securities and Exchange Commission (SEC)

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Vanessa Cuellas

Income reduction for electricity producers: what’s new in Royal Decree-Law 23/2021?

On 26 October 2021, the Government has approved the Royal Decree-Law 23/2021 providing for new urgent measures in response to the on-going situation of high gas and electricity prices… more

Electricity, Energy Sector, European Commission, Natural Gas

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Fiona Cumming

CRT Transactions in the EU, U.K. and the United States

In this bulletin, we consider the current state of the EU, U.K. and U.S. markets for credit risk transfer (“CRT”) transactions, with a particular focus on the fund finance market. For a more in-depth introduction to this… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Markets, Credit, Derivatives

See all updates »

Lisa Curran

Recent Italian insolvency law changes have important implications for guarantees

Recent amendments to the Italian Insolvency Code have been introduced by Legislative Decree no. 136 of September 13, 2024 (Decree 136). These amendments, together with certain recent Italian court decisions, have important… more

Amended Legislation, Capital Requirements Regulation (CRR), Consumer Credit Protection, Enforcement, EU

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Erin Currie

Neurim v Mylan: no issue estoppel on divisional arises but English court takes practical case management approach to avoid re-trial

On 24 January 2022, Mr Justice Meade handed down the latest main judgment in the ongoing litigation between Neurim (and Flynn) and Generics (UK) Ltd (trading as Viatris but formerly trading as Mylan), which has swiftly been… more

Estoppel, Intellectual Property Litigation, Intellectual Property Protection, Patents

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Suzana Cvejic

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Milosz Cywinski

Middle East and Africa Competition Authorities launch the Arab Competition Network

On 16 March 2022, Middle East and Africa (MENA) competition authorities officially launched the Arab Competition Network (ACN)… more

Antitrust Provisions, Competition, International Competition Network, Mergers

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Dr. Naemi Czempiel

Hydrogen update Germany - new regulatory and market developments

Exciting times for hydrogen market participants in Germany – in the last months, a variety of new regulatory instruments and policy initiatives have been announced which will boost the ramp-up of the hydrogen economy in Germany… more

Climate Change, Electricity, Energy Projects, Energy Sector, Environmental Policies

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Tom d'Ardenne

The U.K.-EU reset: Key outcomes for defense, energy and the climate transition in the new Strategic Partnership

The first U.K.-EU summit since Brexit was held in London on May 19, 2025 to reset the relationship for greater mutual benefit. An ambitious Strategic Partnership was agreed to drive progress on a renewed agenda for EU-U.K… more

Clean Energy, Climate Change, Defense Sector, Energy Policy, Energy Sector

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James Daher

AI diffusion rule rescinded; policy guidance for advanced integrated circuits and commodities issued

The U.S. Department of Commerce, Bureau of Industry and Security (BIS) announced on May 13, 2025, its plans to rescind the Artificial Intelligence Diffusion Framework (the Rule), the Biden-era regulation that imposed a… more

Artificial Intelligence, Bureau of Industry and Security (BIS), China, Enforcement Actions, Export Controls

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Mona Dajani

Inflation Reduction Act: New Guidance on Tax Credit Transfers

On June 14, 2023, the Department of the Treasury (“Treasury”) and the Internal Revenue Service (IRS) released highly anticipated guidance relating to new Internal Revenue Code (“Code”) Section 6418, which was added as part of… more

Business Tax Credits, Energy Projects, Energy Sector, Inflation Reduction Act (IRA), Investment Tax Credits

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Nicole Daley

Creative deal structures help life sciences innovators ride out the macro storm

Globally, market volatility has eroded confidence and subdued M&A activity. A “wait and see” approach is the prevailing sentiment for many market participants; it is difficult to convince boards to advance deals while valuations… more

Acquisitions, Biotechnology, Contract Terms, Intellectual Property Protection, Joint Venture

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Gilles Dall'Agnol

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Stéphanie Dalleur

EU 2040 climate target and carbon credits—what’s changing?

Today, the European Commission proposed an amendment to the EU Climate Law reviewing the 2040 climate targets that first enshrined climate neutrality by 2050—and with it, a structural shift in how climate action will be measured… more

Carbon Emissions, Carbon Off-Set Credits, Climate Change, Environmental Policies, EU

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Michael Daly

Debt Buyback and Liability Management Considerations in a Volatile Market

In light of continued negative macroeconomic trends—including but not limited to meaningfully higher global inflation, tightening monetary policy by central banks, volatile energy prices, slowing consumption, continued supply… more

Bank Loan Markets, Banks, Convertible Bonds, Debt Buyers, Debt Market

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Romain Dambre

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Emma Danforth

Great Fund Insights: ESMA Guidelines on funds’ names: Tell me your fund name, I’ll tell you your fund strategy

On 14 May 2024, ESMA published its final guidelines on funds’ names using ESG or sustainability-related terms (the Guidelines). As a result, the use of certain environmental, social and governance (ESG) or… more

Alternative Investment Fund Managers Directive (AIFMD), Asset Management, Closed-End Funds, Environmental Social & Governance (ESG), EU

See all updates »

Amrutanshu Dash

The Mumbai Centre for International Arbitration Releases New Rules

The Mumbai Centre for International Arbitration (MCIA) has released its 2025 Arbitration Rules, introducing major updates to streamline proceedings, enhance transparency, and align with global best practices. This post… more

Amended Rules, Arbitration Agreements, Arbitration Awards, Commercial Litigation, Contract Disputes

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Mia Dassas

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Alamanda Daud

Indonesia eases foreign direct investment (FDI) controls

The Indonesian government has now published the long awaited new investment list under Presidential Regulation No 10, 2021 (recently amended by Presidential Regulation No 49 of 2021), one of the mandates that came out of last… more

Foreign Direct Investment, Foreign Investment, Indonesia, Investors

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Sachin Dave

SEC Rule 15c2-11: New relief for 144A participants

On November 30, 2022, the Staff (Staff) of the Division of Trading & Markets of the Securities and Exchange Commission (the SEC) issued a no-action letter (the November 2022 NAL) (extending relief from the requirements of Rule… more

Asset-Backed Securities, Investors, Qualified Institutional Buyers, Rule 144A, Securities and Exchange Commission (SEC)

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Alex Davis-White

Your 2023 Wrapped: UK AI and data protection edition

2023 saw a surge in interest in the application of generative AI within business models. So, if AI and data protection was your favourite genre of 2023, or if you found it to be a broken record, this post consolidates and… more

Artificial Intelligence, Bots, Corporate Counsel, Data Protection, Data Security

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Axel de Backer

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Dylan De Backer

The BCA takes action: first investigation under the abuse of economic dependence rules

The Belgian Competition Authority (the BCA) announced last week that it has initiated an ex officio investigation into a possible abuse of economic dependence in the agricultural sector, making this the BCA’s first formal probe… more

Antitrust Investigations, Belgium, Competition, Competition Authorities, Economic Sanctions

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Nele De Backer

European Commission fines Alchem in first cartel case involving a pharmaceutical API

On 4 July 2025, the EC fined Alchem and its subsidiary EUR 489,000 for their role in a long-running cartel concerning the active pharmaceutical ingredient SNBB, used in the production of Buscopan and its generics. This marks the… more

Antitrust Violations, Cartels, Competition, Drug Pricing, Enforcement Actions

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Bart De Bock

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’… more

Best Practices, Board of Directors, Corporate Governance, Corporate Liability, Corporate Management

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Christiaan de Brauw

Trends in Dutch public M&A 2024

Our latest report delves into the key trends and noticeable events that have shaped the dynamic Dutch public M&A landscape from January 1, 2023 to November 12, 2024. Key trends we want to highlight are: 1. Low deal… more

Acquisitions, Corporate Governance, Environmental Social & Governance (ESG), Geopolitical Risks, Global Dealmaking

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Ravi de Fonseka

The rise of neutral hosts in the telco value chain

The telecommunications sector is reaching an inflection point. The capital investment required to build and upgrade telecoms networks continues to rise, while the return on investment for operators maintaining traditional,… more

Business Strategies, Competition, Infrastructure, Innovation, Investment

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Emilio De Giorgi

The expanding reach of Italy's FDI regime

The Italian government has recently published its 2024 Annual Report on Foreign Direct Investment (the Report), providing an overview of the exercise of its special powers, commonly referred to as “Golden Power,” in sectors… more

Acquisitions, Banking Sector, Banks, Competition, EU

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Richard de Haan

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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Zeeger de Jongh

Data center boom empowers modular nuclear energy opportunities

The data center market continues to grow in 2025 and beyond, driven in part by AI applications. Energy sources, including nuclear, are key to meeting the increased demand for power. This creates opportunities for efficient… more

Artificial Intelligence, Clean Energy, Data Centers, Energy Projects, Energy Sector

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Jochem de Kok

Foreign investment control regimes reach far and hit hard

Foreign investment (FDI) screening regimes continued to present challenges for dealmakers. We saw tough intervention in key jurisdictions. New and expanding rules added to regulatory burden. Overall, most deals are cleared… more

Acquisitions, Compliance, EU, Foreign Direct Investment, Global Market

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Séverine de La Courtie

Equity Market Operations - A Response to Financing Needs

Due to market volatility and regulatory constraints, recent secondary equity transactions carried out in the European market have mainly been accelerated private placements with institutional investors of new shares, convertible… more

Capital Markets, Equity Investors, France

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Chiara De Luca

The liability of statutory auditors in corporations: insights on the changes to the Italian civil code

The imminent publication in the Official Gazette of the reform of Article 2407 of the Italian Civil Code heralds the making of significant changes to the civil liability of statutory auditors. The law, approved on March 12,… more

Auditors, Civil Liability, Corporate Governance, Financial Regulatory Reform, Italy

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Dario de Martino

The GENIUS Act: Transforming U.S. Stablecoin Regulation

On July 18, 2025, President Trump signed into law the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUS Act”), establishing the first U.S. statutory federal regulatory framework for payment… more

Anti-Money Laundering, Banking Sector, Compliance, Digital Assets, FDIC

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Juliet de Pencier

The Quincecare duty – FAQs

Although the so-called Quincecare duty was first recognised over 30 years ago, it has generated a significant volume of litigation in the last five years. In this article we respond to some of the questions most frequently… more

Banking Sector, Banks, Financial Institutions, Financial Services Industry, Fraud

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Niels de Ru

Industry Perspectives: Trade finance and the ESG revolution

The trade finance market is undergoing a radical transformation in terms of environmental, social and corporate governance (ESG). In this Industry Perspective, two lawyers at Allen & Overy – Niels de Ru, partner in Amsterdam,… more

Banks, Borrowers, Corporate Governance, Environmental Social & Governance (ESG), Greenwashing

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Santiago de Vicente

The Spanish Constitutional Court declares certain squatter-protection rules in Catalonia null

On 28 January 2021 the Spanish Constitutional Court published a ruling that declares null several articles of the DL 17/2019 on the basis, among others, that annulled provisions affect basic elements of the constitutional right… more

Constitutional Courts, Leases, Private Property, Residential Leases

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Niels De Waele

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Margot De Wolf

The tender principles for the development of the Belgian offshore Princess Elisabeth Zone

The Belgian subsidy regime in support of offshore wind developments is undergoing some important changes. Very recently, through Royal Decrees of 23 May and 26 May 2023 and an amendment of the Electricity Act soon to be… more

Belgium, Energy Policy, Energy Projects, Infrastructure, Offshore Wind

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Sarah De Wulf

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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Mark Dean

IP Rights in Football: Avoiding an own-goal

As the 2022 World Cup final approaches, we explore the importance of IP rights in the beautiful game, as well as some potential "fouls" that clubs, footballers and even fans need to avoid… more

Copyright, Intellectual Property Protection, Patents, Soccer, Trademarks

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Jesse Debban

Global trends in government scrutiny of semiconductor transactions: an overview of recent cases

The semiconductor industry is based on a highly specialized supply chain where no one country or region dominates both design and manufacturing. This has created an industry where collaboration is global in nature. This remains… more

Exports, National Security, Popular, Semiconductors, Supply Chain

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Thomas Declerck

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Niels Dejean

Tax Planning for Multinational Borrowers During the COVID-19 Crisis

With the likely increased borrowings or refinancing of debt as a result of the COVID-19 crisis, multinational companies should consider the impact of changes in U.S. tax law made in 2018. As a result of these changes, U.S… more

Base Erosion and Anti-Abuse Tax (BEAT), Coronavirus/COVID-19, Debt, GILTI tax, Loans

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Inigo del Val

Is life returning to the private equity exit market?

Following a period in which financial sponsors have struggled to realize an acceptable prices for their assets, signs point towards a brighter outlook for 2025. At the start of 2024 private equity firms were hoping that… more

Acquisitions, Association of Southeast Asian Nations (ASEAN), Australia, Capital Markets, Corporate Governance

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Jessica Delbaum

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Jason Denisenko

Combatting payment account fraud: Australia’s Scams Prevention Framework

On February 13, 2025, Australia passed legislation implementing its Scams Prevention Framework (SPF) aimed at protecting Australian consumers from scams. The design of the SPF was informed by a previous consultation which ran… more

Australia, Banks, Digital Platforms, Enforcement Actions, Financial Services Industry

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Jens Denninger

FASTER: the European Commission’s proposal to improve withholding tax procedures

The European Commission has released its much anticipated proposal on streamlining withholding tax procedures. The proposal for a Directive on the “Faster and Safer Relief of Excess Withholding Taxes” (or the “FASTER” proposal)… more

Capital Requirements Regulation (CRR), Cross-Border Transactions, CSDR, EU, European Commission

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Andrew Denny

Civil Justice Council calls for overhaul of English litigation funding and lawyer fees arrangements

On June 2, 2025, the Civil Justice Council (“Council”)—a public body that reviews and makes recommendations to the UK Government about the English civil justice system—published its much-anticipated report on litigation funding… more

Attorney's Fees, Class Action, Competition, Damages, Litigation Funding

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Elizabeth Denny

Can you contract with yourself?

While looking at the recoverability of damages, the High Court has taken a look at whether you can contract with yourself. When thought of in humans terms, the answer seems obvious: surely my left arm cannot contract with my… more

Contract Drafting, Contract Terms, Delay Claims, GAFTA, Liquidated Damages

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Sam Dent

Pensions Academy, Autumn 2022: what we covered

Throughout the week of 31 October 2022 we hosted our Pensions Academy Online - an update on issues for pension schemes and the people that run them. Please find a summary of the key takeaways from the week below… more

Employee Benefits, Pension Schemes, Pensions, UK

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Eric Denton

CRT Transactions in the EU, U.K. and the United States

In this bulletin, we consider the current state of the EU, U.K. and U.S. markets for credit risk transfer (“CRT”) transactions, with a particular focus on the fund finance market. For a more in-depth introduction to this… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Markets, Credit, Derivatives

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J. Russel Denton

Compensation and Governance Restrictions on CARES Act Stimulus Recipients - Update July 2020

We provide a deeper dive into the key stimulus programs under the CARES Act, as summarized in our client note “Congress Passes Largest Ever Economic Stimulus Package: Key Provisions of CARES Act.” The following table summarizes… more

CARES Act, Coronavirus/COVID-19, Corporate Governance, Financial Stimulus

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Alain Dermarkar

Deal structuring in focus as U.S. outbound investment regime takes effect

Navigating the Committee on Foreign Investment in the United States has long been a key consideration for inbound investors to the U.S. But at the start of 2025, a new regulatory framework was introduced to limit certain… more

Biden Administration, China, Corporate Governance, Due Diligence, Executive Orders

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Julia Derrick

Personal Liability of Directors for Climate Strategy: Landmark Case against Energy Company Board

In a potentially precedent-setting case, 11 directors of global energy company Shell Plc (formerly Royal Dutch Shell Plc) are being sued in their personal capacity over the company’s energy transition strategy. The claim, which… more

Board of Directors, Climate Change, Corporate Counsel, Directors, Environmental Social & Governance (ESG)

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Jonathan DeSantis

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

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Catherine Di Lorenzo

EU Artificial Intelligence Office publishes the final version of the GPAI Code of Practice

On July 10 2025, the EU Artificial Intelligence Office (the AI Office) issued the final version of the General Purpose AI Code of Practice (GPAI Code). The GPAI Code is a non-binding set of guidelines created by independent… more

AI Act, Artificial Intelligence, Copyright, Cybersecurity, Data Privacy

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Claudia Di Paolo

Street Child: keeping children safe and in education

At the halfway point of our Global Charity Partnership with Street Child, we are well ahead of schedule to reach our overall target of GBP1m by the end of 2023… more

Client Services, Law Firm Partners, Legal Project Management, Pro Bono

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Dr Hans Diekmann

Public M&A in Germany

We are pleased to present our latest analysis on the public M&A market in Germany for 2024. This comprehensive report, prepared by A&O Shearman, provides an in-depth overview of the market developments and key trends, including… more

Acquisitions, Germany, Merger Agreements, Mergers, Publicly-Traded Companies

See all updates »

Yasmin Dilhe

MHRA Corporate Plan 2023-2026: a focus on International Recognition

The Medicines and Healthcare products Regulatory Agency recently published a Corporate Plan outlining their strategic priorities for the next three years. A key area of focus is international recognition, which follows their May… more

Healthcare, Life Sciences, Medical Devices, Medicines and Healthcare Products Regulatory Agency (MHRA), Pharmaceutical Industry

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Michael Diosi

UK energy: the UK Government introduces the eagerly awaited Planning and Infrastructure Bill

Making good on the 2024 King’s Speech promise, the Government introduced the eagerly anticipated Planning and Infrastructure Bill (the Bill) to Parliament on March 11, 2025. While retaining the bulk of the existing planning… more

Clean Energy, Energy Projects, Energy Sector, Energy Storage, Environmental Policies

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Tim Dlugosch

Swedish Court requests ruling from CJEU on sanctions legislation

The Swedish Court of Appeal (Court) has requested a preliminary ruling from the Court of Justice of the European Union (CJEU) to clarify the effect and scope of Russia-related sanctions. The anticipated ruling by the CJEU will… more

Breach of Contract, Contract Disputes, Court of Justice of the European Union (CJEU), Dispute Resolution, Economic Sanctions

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Ivana Halamova Dobiskova

Czech Competition Authority becomes even more powerful following changes to Czech Competition rules

On 29 July 2023, a significant amendment to the Czech Act on the Protection of Competition (the Competition Act) enters into force. In addition to a very belated (two and a half years!) transposition of the ECN+ Directive No… more

Cartels, Competition Act, Competition Authorities, Czech Republic, EU

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D. Kevin Dolan

Treasury and IRS Issue Final Regulations on Inversions

On July 11, 2018, the Treasury Department and the IRS published final Treasury regulations on inversion transactions (the “Final Regulations”). The Final Regulations substantially adopt the temporary Treasury regulations issued… more

Corporate Taxes, Final Rules, Foreign Corporations, Internal Revenue Code (IRC), Inversion

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Jackie Donald

Australia, are you ready for the mandatory climate related financial disclosure regime?

The Australian government is in the process of finalising legislation relating to its proposed mandatory climate-related financial disclosure regime, following the completion of a one-month consultation process on the draft… more

Australia, Australian Competition and Consumer Commission (ACCC), Climate Change, Disclosure Requirements, Enforcement

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Thomas Donegan

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

See all updates »

Rachel Donelan

Disputes 101- Contractual interpretation: through the looking-glass

If you draft contracts, you want to ensure, if there's ever a dispute, that the court agrees with your meaning. As a litigator, you will want the words to mean whatever your client wants them to mean. Either way, you need to… more

Breach of Contract, Business Litigation, Contract Disputes, Contract Drafting, Contract Interpretation

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Jo Dooley

The world needs different

Becoming a truly diverse and inclusive organisation remains a top priority, as A&O adds disability and social mobility to its focus… more

Business Strategies, Career Development, Disabilities, Diversity, Diversity and Inclusion Standards (D&I)

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Michael Dorf

CARES Act: The SBA’s Paycheck Protection Program—Congress Passes the Paycheck Protection Flexibility Act - Update 2020

On June 8, 2020, U.S. Department of the Treasury (Treasury) Secretary Steven Mnuchin and Small Business Administration (SBA) Administrator Jovita Carranza issued a statement regarding the enactment of the Paycheck Protection… more

CARES Act, Coronavirus/COVID-19, Financial Stimulus, Paycheck Protection Program and Health Care Enhancement Act, Relief Measures

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Elena Drusian

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

See all updates »

Karla Dudek

Panel Proposes Narrowing The Scope Of Companies Subject To The Code

On 24 April 2024, the UK Takeover Panel published PCP 2024/1 ("PCP 2024/1"), in which it is consulting on a significant narrowing of the types of companies that will be subject to the Takeover Code (the “Code”) - i.e., as… more

Acquisitions, Beneficial Owner, Investment, Mergers, Publicly-Traded Companies

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Gideon Duke-Cohan

Landmark U.S. Supreme Court ruling to support LGBTQ+ employment rights

In June this year, the United States Supreme Court made a historic decision in support of the LGBTQ+ community, ruling that discrimination against workers based on their sexual orientation or transgender status violates federal… more

American Civil Liberties Union (ACLU), Amicus Briefs, Employment Discrimination, LGBTQ

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Paul Dunbar

Is life returning to the private equity exit market?

Following a period in which financial sponsors have struggled to realize an acceptable prices for their assets, signs point towards a brighter outlook for 2025. At the start of 2024 private equity firms were hoping that… more

Acquisitions, Association of Southeast Asian Nations (ASEAN), Australia, Capital Markets, Corporate Governance

See all updates »

James Duncan

UK Corporate Insolvency and Governance Act 2020

On 26 June 2020, the Corporate Insolvency and Governance Act 2020 (the “Act”) introduced the biggest reforms in a generation of U.K. insolvency law. It also implemented several temporary changes to both insolvency and company… more

Coronavirus/COVID-19, Insolvency, UK, UK Insolvency Act

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Agnès Dunogué

United States Supreme Court Hears Oral Argument in Securities Act Case Raising Questions of Standing

Yesterday the United States Supreme Court heard oral argument in a case raising questions of when investors have standing to sue under Sections 11 and 12(a)(2) of the Securities Act of 1933 (the “Securities Act”). Slack… more

Investors, SCOTUS, Securities, Securities Act of 1933, Securities and Exchange Commission (SEC)

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Rudy Dupont

What ELTIFs’ recent developments mean for the real estate market

Recent developments on ELTIF are increasing the interest for such vehicles in the Belgian real estate market. Based on the recent proposals of the European Commission the ELTIF is becoming more attractive for sponsors, managers… more

ELTIF, Investment Funds, Investors, Real Estate Market

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Felipe Duque

SPACs listings in Hong Kong – a comparison among different jurisdictions

On 17 December 2021, the Hong Kong Stock Exchange (HKEX) published consultation conclusions allowing the listing of Special Purpose Acquisition Companies (SPACs) in Hong Kong. This follows the publications of new rules on SPACs… more

Hong Kong, Hong Kong Stock Exchange, Initial Public Offering (IPO), Special Purpose Acquisition Companies (SPACs)

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Jamie Durham

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Michal Dusek

FASTER: the European Commission’s proposal to improve withholding tax procedures

The European Commission has released its much anticipated proposal on streamlining withholding tax procedures. The proposal for a Directive on the “Faster and Safer Relief of Excess Withholding Taxes” (or the “FASTER” proposal)… more

Capital Requirements Regulation (CRR), Cross-Border Transactions, CSDR, EU, European Commission

See all updates »

Izabela Dutkiewicz

When transparency clashes with fundamental rights: EU court curbs public access to beneficial owner registers – what does this mean for you?

By a decision rendered on 22 November 2022, the European Court of Justice (the Court) invalidates the provision of the anti-money laundering directive (AMLD) whereby the information on the beneficial owners of corporate and… more

Anti-Money Laundering, Beneficial Owner, EU, EU Directive, Transparency

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Peter Van Dyck

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

See all updates »

Amy Edwards

UK SFO: the ingredients of cooperation

The UK SFO’s new guidance on corporate cooperation makes clear that a company must show cooperation if it is to be invited to enter into a Deferred Prosecution Agreement (DPA). No change there. So what’s different in the new… more

Bribery, Corporate Misconduct, Deferred Prosecution Agreements, Enforcement, Investigations

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Daniel Edwards

EU energy transition: European commission announces Strategic Projects outside of the EU to boost critical materials value chain

Following the commission’s announcement in March of the first 47 Strategic Projects under the EU Critical Raw Materials Act (Act) located within the EU (discussed in our previous article, the commission has confirmed 13… more

Clean Energy, Critical Infrastructure Sectors, Energy Policy, Energy Sector, EU

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Paul Edwards

The UK Future Cryptoasset Regulatory Framework

On 29 April, the UK government published draft legislation which will bring currently unregulated cryptoassets, including stablecoins, within the scope of financial services regulation. This is the first of a number of… more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Financial Conduct Authority (FCA), Financial Services Industry

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Tom Edwards

Court of Appeal upholds invalidity of AstraZeneca's compound patent and clarifies the standard of plausibility

On July 16 2025, the Court of Appeal dismissed AstraZeneca’s appeal and upheld the first instance decision, finding that AstraZeneca’s compound patent for dapagliflozin, an SGLT2 inhibitor used to treat diabetes, was invalid for… more

Appellate Courts, Enablement Inquiries, Generic Drugs, Patent Invalidity, Patent Litigation

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Troy Edwards

Global M&A Insights: Lateral thinking in fast-moving markets

How are dealmakers responding to an uncertain and volatile macro environment? Our latest M&A Insights report offers a global perspective on the forces shaping M&A activity, from the rising interest in the European defense… more

Acquisitions, CFIUS, European Commission, Foreign Investment, Global Dealmaking

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Pimchanok Eianleng

2021/2022 – Another eventful year for Thai competition law

While the ongoing global pandemic has had a temporary braking effect on some business sectors and international travel, Thai competition law has continued to develop at pace in an attempt to catch up with the evolving global and… more

Antitrust Provisions, Competition, Japan Fair Trade Commission (JFTC), Merger Controls

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Dr Christian Eichner

Public M&A in Germany

We are pleased to present our latest analysis on the public M&A market in Germany for 2024. This comprehensive report, prepared by A&O Shearman, provides an in-depth overview of the market developments and key trends, including… more

Acquisitions, Germany, Merger Agreements, Mergers, Publicly-Traded Companies

See all updates »

Samer Eido

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Peter Eijsvoogel

Cybersecurity And Risk Management - Our View

The challenge and risks - The topic of cybersecurity is seldom out of the press these days, occupying the minds of business leaders and politicians alike. From a business perspective, the ideal outcome would be to… more

Cloud Computing, Cybersecurity, General Data Protection Regulation (GDPR), Incident Response Plans, Popular

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Hervé Ekué

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Farah El Yacoubi

Is the payment of a sum into an escrow account sufficient to ascertain an insured loss?

A settlement that required the defendant to pay a sum into an escrow account which would be paid out to the claimant in certain agreed circumstances did not itself ascertain a loss for the purposes of the defendant’s liability… more

Appeals, Escrow Accounts, Insurance Industry, Insurance Litigation, UK

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Marwan Elaraby

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

See all updates »

Marwa Elborai

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

See all updates »

Nils Eliasson

Republic of Poland v PL Holdings SÀRL: CJEU Further Undermines Intra-EU Investment Protections

On 26 October 2021, the Grand Chamber of the Court of Justice of the European Union (CJEU) handed down its judgment in Republic of Poland v. PL Holdings Sàrl. The CJEU ruled that EU Member States are prohibited from entering… more

Cross-Border Transactions, EU, European Commission, Foreign Direct Investment, Foreign Investment

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James Elliott

Reform of the Arbitration Act 1996: Law Commission’s Final Report and Amendment Bill

On 6 September 2023, the Law Commission of England & Wales published its final report on potential reforms to the English Arbitration Act 1996 (the “Act”). The report recommends making changes in six key areas, as well as a… more

Arbitration, Arbitration Agreements, Arbitration Procedural Rules, Arbitrators, Dispute Resolution

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Caner Elmas

Navigating private credit in Türkiye

Türkiye is fast emerging as an increasingly attractive destination for private credit providers looking to deploy capital and diversify their portfolios. Despite this growing interest, relative to its size as the seventh largest… more

Borrowers, Contract Terms, Foreign Investment, Insolvency, Investment Funds

See all updates »

Catherine Elvinger

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Jake Ely

AI diffusion rule rescinded; policy guidance for advanced integrated circuits and commodities issued

The U.S. Department of Commerce, Bureau of Industry and Security (BIS) announced on May 13, 2025, its plans to rescind the Artificial Intelligence Diffusion Framework (the Rule), the Biden-era regulation that imposed a… more

Artificial Intelligence, Bureau of Industry and Security (BIS), China, Enforcement Actions, Export Controls

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Marc Elzweig

EU-US Data Transfers Under Attack – the Schrems II CJEU Judgment

On July 16, 2020, the Court of Justice of the European Union (the CJEU) issued its judgment in the long-running Schrems litigation (the Schrems II decision), holding that the EU-U.S. Privacy Shield entered into between the EU… more

Cybersecurity, Data Protection, EU, EU Data Protection Laws, General Data Protection Regulation (GDPR)

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Lisa Emanuel

Australia is transitioning to a new merger control regime

Transition to Australia’s new merger control regime began on July 1, 2025, and merger parties are now able to notify voluntarily under the new regime. Mandatory approval of transactions that meet notification thresholds will be… more

Acquisitions, Australia, Competition Authorities, Merger Controls, Merger Reviews

See all updates »

Andrew Enga

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

See all updates »

Garrett Engel

SEC pivots: what it means for crypto

On February 27, 2025, the U.S. Securities and Exchange Commission (SEC) filed to dismiss its lawsuit against Coinbase, Inc. (“Coinbase”)—an outcome that marks a significant development in the evolving regulatory landscape for… more

Blockchain, Compliance, Crypto Exchanges, Cryptocurrency, Digital Assets

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Alice Englehart

Legal agility and risk resilience: How to enhance your organisation’s readiness to withstand the next crisis

What can in-house legal, risk and compliance leaders learn from the Covid-19 pandemic and other notable crises of the past 20 years to strengthen the legal resilience of their organisations? More than any other crisis in… more

Compliance Management Systems, Contract Disputes, Contract Terms, Coronavirus/COVID-19, Corporate Governance

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Paul Epstein

Key Water Infrastructure Draft Legislation Released in US Senate

Late last month, the Chairman and Ranking Member of the U.S. Senate Committee on Environment and Public Works (EPW), Senators John Barrasso (R-WY) and Tom Carper (D-DE), released draft water resources and drinking water… more

Environmental Policies, Environmental Protection Agency (EPA), Water

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Christophe Ernzen

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Roberta Errico

Italian Medical Device Payback: Italy approves 75% reduction on medical device payback to end disputes

Background: The Payback Mechanism and Its Impact - Italy’s payback system for medical devices has been a source of significant upheaval in the sector, with both domestic and international companies closely monitoring… more

Constitutional Challenges, Government Agencies, Healthcare, Italy, Medical Devices

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Temi Esho

Syndicated DDTLs: New territory for acquisition lines?

We are increasingly seeing requests for a committed acquisition/capex facility – often referred to as a Delayed Draw Term Loan (DDTL) – to be included as part of the initial capital structure on European syndicated leveraged… more

EU, Funding, Leveraged Finance, Leveraged Loans, Loans

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Lore Van Espen

New law expands Belgian "class actions" framework

On 31 May 2024, a new Belgian law was published transposing the EU Collective Redress Directive into national law. The new Belgian law does not introduce an entirely new framework to allow so-called class actions as, unlike many… more

Belgium, Class Action, Collective Redress, Debt Market, Enforcement Actions

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David Esseks

Last remaining counts of insider trading case to be dismissed - Robert Olan fully exonerated

This week, the Department of Justice (DOJ) agreed to dismiss the last remaining counts of an insider trading case they charged against Robert Olan and others in 2017. After a split verdict at trial, multiple appeals, a… more

Criminal Conspiracy, Criminal Prosecution, Department of Justice (DOJ), Dismissals, Exonerate

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Paulina Evans

Market Check: Lessons from The Activision-Microsoft Merger

On February 29, 2024, the Delaware Court of Chancery issued an opinion on Sjunde AP-Fonden v. Activision Blizzard1 (“Opinion”) that called into question established market practices for mergers, including (i) the process for… more

Acquisitions, Buyers, Commercial Litigation, Corporate Counsel, Corporate Governance

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Richard Evans

Moving the Goalposts: Football Governance Bill introduces Independent Football Regulator to Parliament

As the UK Government seeks to put sustainability at the heart of the beautiful game, in this article we consider: The Bill’s introduction to Parliament represents the culmination of several years of UK Government activity… more

Acquisitions, Commercial Litigation, Corporate Governance, Football, Legislative Agendas

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Françoise Even

France’s Supportive Measures for Businesses and Employees

The French government has set out a package of social and economic measures to support businesses and employees through the period of disruption caused by COVID-19. The purpose of this memo is to provide you with an overview of… more

Coronavirus/COVID-19, France, Indemnity, Paid Time Off (PTO), Profit Sharing

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Gabrielle Eynard

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Raffaello Fabbri

IRS derivatives: the latest case law of January – March 2021 in Italy

In our publication of 16 December 2020, we gave an overview of Italian case law in 2020 on the nullity of Interest Rate Swap (IRS) contracts: the majority of the decisions published at that time declared such contracts null and… more

Derivatives, Interest Rate Swaps, Italy, Swaps

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Adam Fadian

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Sheila Fahy

UK employment developments July 2025

As we move into the second half of 2025, several important developments are emerging that HR, legal and compliance teams should have on their radar. Employment Rights Bill: strategic planning starts now - The Employment Rights… more

Apprenticeships, Compliance, Employee Rights, Employer Liability Issues, Employer Responsibilities

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Francesco Pio Falcone

The Infrastructure Decree becomes Law: the key developments

On July 19, 2025, Law No. 105 of July 18, 2025 was published in the Official Gazette, converting into law Decree-Law No. 73 of May 21, 2025 (the “Infrastructure Decree”), aimed at revitalizing the infrastructure sector in… more

Construction Industry, Corporate Governance, EU, Infrastructure, Legislative Agendas

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Matteo Fanton

Long-awaited reform of Italian civil proceedings

Towards faster and more efficient proceedings or a reform in name only? - Justice reform is one of the key goals of the National Recovery and Resilience Plan that Italy must meet in order to access the resources made… more

Arbitration, Dispute Resolution, Italy, New Rules

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Domenico Fanuele

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Vittoria Faraone

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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H. Miriam Farber

United States Supreme Court Clarifies Scope of Specific Personal Jurisdiction in State Court

On Monday, June 19, 2017, the Supreme Court clarified the limits of specific personal jurisdiction in state courts, holding that a connection between a defendant’s contacts with the forum and the claims at issue remains… more

BNSF Railway Co v Tyrrell, Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, DaimlerChrysler v Bauman, Forum Shopping, General Jurisdiction

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Hayde Faria

Delaware ruling supports enforceability of forfeiture-for-competition provisions

On December 18, 2024, the Delaware Supreme Court (the “Court”) held in LKQ Corp. v. Rutledge that forfeiture-for-competition provisions in employee equity award agreements are enforceable in certain contexts. This article… more

Antitrust Provisions, Clawbacks, Delaware, Employees, Employer Liability Issues

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Justin Farrance

“Now is the time to be myself”

‘Shout what you want, it is not going to make a difference!’ – Jake Daniels on coming out… more

LGBTQ, Sexual Orientation, UK

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Karen Fasoyiro

Delaware Court of Chancery finds that stockholder ratification following adverse judgment does not absolve findings of breach of fiduciary duty

Subsequent to the post-trial opinion by Chancellor McCormick in January 2024, Tesla appointed a new independent director to serve on a newly created independent committee, which issued a report recommending that stockholders… more

Breach of Duty, Elon Musk, Fiduciary Duty, Independent Directors, Post-Trial Order

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Fabio Fauceglia

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Fabrice Faure-Dauphin

EU Securitisation Regulation: good news for Cayman SSPEs

As the EU removes the Cayman Islands from the EU AML/CFT blacklist with effect from 7 February 2024, concerns and barriers for EU sell- and buy-side parties on securitisations involving Cayman SSPEs fall away… more

AML/CFT, Anti-Money Laundering, Capital Markets, Cayman Islands, EU

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Brandon Fawbush

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Marc Feider

Luxembourg transposes the EU Mobility Directive - A new framework for Cross- Border Operations within the EEA

The EU Mobility Directive establishes a new legal framework for cross- border conversions and divisions, harmonising the existing rules for cross-border mergers (the Cross-Border Operations). It aims to enhance company mobility… more

Business Entities, Companies Act, Compliance, Corporate Governance, Cross-Border

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Dan Feldman

Incentivising Investment in European Renewable Hydrogen Production

The high production costs of renewable hydrogen (RH2) limit its ability to compete with alternative non-renewable fuels and technologies. This is exacerbated by a number of market failures (including failure of carbon pricing… more

Climate Change, Energy Market, Energy Sector, EU, Green Energy

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Rebecca Fennessy

No unjust enrichment claim for total failure of consideration where valid contract

A judge was right to dismiss an unjust enrichment claim when it contradicted the express terms of a valid share purchase agreement… more

Contract Negotiations, Dismissals, Share Purchase Agreements, Unjust Enrichment

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Steph Ference

Market Check: Lessons from The Activision-Microsoft Merger

On February 29, 2024, the Delaware Court of Chancery issued an opinion on Sjunde AP-Fonden v. Activision Blizzard1 (“Opinion”) that called into question established market practices for mergers, including (i) the process for… more

Acquisitions, Buyers, Commercial Litigation, Corporate Counsel, Corporate Governance

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Joel Ferguson

Petrofac restructuring plan overturned by the Court of Appeal

In this alert, we consider the Court of Appeal’s judgment setting aside Petrofac’s restructuring plan sanction order, which marks the second occasion on which the Court of Appeal has overturned a previously sanctioned plan… more

Appeals, Bankruptcy Court, Chapter 11, Corporate Governance, Corporate Restructuring

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Nicola Ferguson

Pre-Pack Administration

Control over pre-packs looks set to tighten further - As we stand looking into the abyss of another financial crisis, the UK government looks set to further tighten the screw to control pre-packaged sales to connected… more

Corporate Governance, Corporate Restructuring, Insolvency, UK

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Pierre-Nicolas Ferrand

UPDATED – COVID-19 France: State Guarantee Scheme for New Money Loans

In light of the growing pandemic of COVID-19, the French government has made a number of unprecedented decisions in order to support business activities. Among an extensive panoply of measures relating to short-time work, tax… more

Coronavirus/COVID-19, France, Loans, Relief Measures

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Kris Ferranti

Section 467 Leases: Maximizing Tax Benefits While Minimizing Bankruptcy Risks

As the economy continues to face challenges and the threat of bankruptcy becomes more prevalent among businesses, landlords must be more vigilant in protecting their interests in commercial leases. One area of particular concern… more

Bankruptcy Court, Bankruptcy Reform, Commercial Bankruptcy, Commercial Leases, Internal Revenue Code (IRC)

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Sergio Ferrer-Bonsoms

Spanish new legal framework for mortgage services business: challenges and opportunities

On 29 A?pril 2019 the Spanish government approved Royal Decree 309/2019, which develops certain key areas of Law 5/2019, which regulates real estate credit. Although the main purpose of these new rules is to regulate consumers’… more

Borrowers, Financial Services Industry, Lenders, Mortgage Servicers, Mortgages

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Victoria Ferres

Qatar introduces new digital assets framework

On 1 September 2024, the Qatar Financial Centre (QFC), Qatar’s onshore business and financial centre, published its new Digital Asset Regulations 2024 and accompanying laws, rules and guidelines (the DA Regime). The DA Regime… more

AML/CFT, Cryptocurrency, Digital Assets, Financial Services Industry, Investment Products

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Korey Fevzi

UK Corporate Insolvency and Governance Act 2020

On 26 June 2020, the Corporate Insolvency and Governance Act 2020 (the “Act”) introduced the biggest reforms in a generation of U.K. insolvency law. It also implemented several temporary changes to both insolvency and company… more

Coronavirus/COVID-19, Insolvency, UK, UK Insolvency Act

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Alexandre Fichaux

France considers retroactive solar tariffs cuts, at the risk of facing investment-treaty claims

On 13 November 2020, the French National Assembly (Assemblée nationale) approved an amendment to the draft Finance Law (Projet de loi de finances) for 2021, which seeks to implement a “targeted retroactive revision” of the… more

Energy Sector, France, Renewable Energy, Solar Energy, Tariffs

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Jacob Fields

U.S. Imposes New Russia Sanctions and Export Controls and Warns of Risk of Continued Business with Russia

On February 23, 2024, the United States imposed its largest number of new sanctions and export control designations against Russia to date—targeting over 600 individuals and entities across a wide swath of the Russian economy… more

Bureau of Industry and Security (BIS), Corporate Counsel, Economic Sanctions, Export Controls, Office of Foreign Assets Control (OFAC)

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Gauthier Fiévet

The EC publishes a new proposal to keep the EU free from forced labour

On 14 September 2022, the European Commission (the EC) published a proposal for a regulation aiming to prohibit products made with forced labour on the European Union (the EU) market (2022/0269 (COD)… more

Due Diligence, EU, Forced Labor, Human Rights, Supply Chain

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Andrew Fincham

What the Procurement Act 2023 means for investigations

The Procurement Act 2023 launches a new, post-Brexit procurement regime, with many significant changes to the predecessor regime. It is now even more important for a company to challenge promptly a UK public authority’s decision… more

Competition, Enforcement Actions, Financial Crimes, Government Agencies, Investigations

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Dr Michael Fink

Federal Constitutional Court overturns "Berlin rent cap"

The Federal Constitutional Court (decision of the Second Senate of 25 March 2021, Ref. 2 BvF 1/20, 2 BvL 4/20, 2 BvL 5/20) has ruled that the so-called “Berlin rent cap” is unconstitutional due to lack of legislative competence… more

Germany, Landlords, Rent Caps, Rent Control, Rental Property

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Jane Finlayson-Brown

ICO issues guidance on the Data (Use and Access) Act

On June 19 2025, the Information Commissioner’s Office (ICO) published guidance on the Data (Use and Access) Act 2025 (DUAA), which received Royal Assent on the same day. The DUAA introduces significant changes to the UK data… more

DATA Act, Data Privacy, Data Protection, Government Agencies, Information Commissioner's Office (ICO)

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John Finley

DOL Proposes New Fiduciary Rule Aimed at Investment Advice to Individual Retirement Investors

More than five years after the Fifth Circuit Court of Appeals decision to vacate the Department of Labor’s (DOL) 2016 fiduciary rule, the DOL has proposed a new rule that, once again, attempts to re-define when financial… more

Consumer Financial Products, Department of Labor (DOL), Employee Retirement Income Security Act (ERISA), Fiduciary Duty, Fiduciary Rule

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Helena Finn

Luxembourg adapts its RCS and RBE legislations after CJEU ruling

The Luxembourg Parliament recently enacted a law reforming the Trade and Companies Register (RCS) and the Register of Beneficial Owners (RBE) laws. This reform is a direct response to the decision of the Court of Justice of the… more

Anti-Money Laundering, Beneficial Owner, Compliance, Corporate Transparency Act, Court of Justice of the European Union (CJEU)

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Alex Firth

Deemed fulfilment is a legal fiction which is not part of English law

The High Court has ruled that English law does not recognise a doctrine that deems conditions precedent to a debt as having been fulfilled where the reason they have not been is the fault of the person that would owe the debt,… more

Breach of Contract, Commercial Litigation, Damages, Debt, EU

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Stephen Fishbein

Sanctions Round Up: Second Quarter 2022

With the war in Ukraine raging on, the U.S. continued to escalate its sanctions response against Russia. The U.S. announced extensive trade and investment bans that prohibit U.S. persons from making any “new investment” in the… more

Banking Sector, Biden Administration, Economic Sanctions, Financial Institutions, Foreign Policy

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Louise Fisher

Disclosure of the identity of funders and existence of ATE insurance

In The RBS Rights Issue Litigation [2017] EWHC 463 (Ch), 9 March 2017, the High Court set out important principles with respect to the circumstances in which disclosure of the identity of third-party funders and details of any… more

Litigation Funding, Third Party Funding, UK

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Fiona Fitzgerald

Economic Crime Act – what the real estate industry needs to know

The Economic Crime (Transparency and Enforcement) Act 2022 requires overseas entities which own, or wish to acquire, certain real estate in the UK to register with Companies House and to provide, and keep up-to-date, information… more

Beneficial Owner, Foreign Entities, Real Estate Investments, Real Estate Market, UK

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Hugo Flaux

JOLCO-motion denied: aircraft finance termination payments not penalties

The English High Court has found that termination payments under Japanese Operating Lease with Call Option (JOLCO) structures did not amount to unenforceable penalties… more

Aircraft Financing, Aviation Industry, Breach of Contract, Commercial Litigation, Contract Disputes

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Stuart Fleischmann

SEC Proposes New Disclosure Rules for Share Repurchases

On December 15, 2021, the Securities and Exchange Commission (SEC) proposed a new rule “intended to improve the quality, relevance and timeliness of information related to issuer share repurchases.” Specifically, the new rule… more

Disclosure Requirements, Publicly-Traded Companies, Repurchase Agreements, Repurchases, Securities and Exchange Commission (SEC)

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Ben Fleshman

Back to the Future—FTC Reinstates and Broadens Prior Approval Policy for Anticompetitive Mergers

On Monday, October 25, 2021, the Federal Trade Commission (FTC) voted along party lines to approve (3-2 with Commissioner Phillips and Commissioner Wilson dissenting) a new Prior Approval Policy Statement (Prior Approval… more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Arianna Fletcher

The expanding reach of Italy's FDI regime

The Italian government has recently published its 2024 Annual Report on Foreign Direct Investment (the Report), providing an overview of the exercise of its special powers, commonly referred to as “Golden Power,” in sectors… more

Acquisitions, Banking Sector, Banks, Competition, EU

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Daniel Fletcher

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Ffion Flockhart

Operational resilience in banking: from regulatory compliance to strategic priority

As regulatory frameworks tighten and cybersecurity threats grow in complexity, operational resilience is, now more than ever, a boardroom challenge for banks… more

Banks, Compliance, Cybersecurity, Digital Operational Resilience Act (DORA), EU

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Gaela Gehring Flores

The U.S. Eleventh Circuit Court of Appeals en banc overturns Industrial Risk and INPROSTA

Last year, we wrote about precedent in the U.S. Court of Appeals for the Eleventh Circuit holding that international arbitration awards issued in the U.S. and encompassed by the New York Convention can be vacated only under the… more

Arbitration, Arbitration Awards, Federal Arbitration Act, Foreign Arbitral Awards, International Arbitration

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Jonathan Flynn

CFTC announces final guidance regarding voluntary carbon credit derivative contracts

On September 20, 2024, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that it had approved final guidance (the “Final Guidance”) for designated contract markets (“DCMs”) that list voluntary carbon credit… more

Carbon Emissions, CFTC, Commodity Exchange Act (CEA), Derivatives, Designated Contract Markets (DCMs)

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Guillaume Foillard

Everything you need to know about the new procedure for administrative dissolution without liquidation of empty shell companies

The Luxembourg legislator has introduced a new procedure to wind up commercial companies: administrative dissolution without liquidation. The aim of this new procedure is to eliminate empty shell companies swiftly, i.e… more

Dissolution, Liquidation, Luxembourg, Shell Corporations

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Valerio Fontanesi

Italy Bans Short Selling and Lowers Thresholds for Material Shareholdings

Temporary Ban on Net Short Positions in Response to Market Turmoil in the Wake of Covid-19 Outbreak - On March 17, 2020, CONSOB, the Italian markets and securities regulator, introduced an outright temporary ban on taking or… more

CONSOB, Coronavirus/COVID-19, Italy, Shareholders, Short Selling

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Benjamin Foo

Interpreting the UNCITRAL Model Law on Cross-Border Insolvency: Singapore courts adopt a uniform, consistent and expansive approach

Creditors involved in cross-border restructuring or insolvency proceedings of corporate groups will find that the approach of the Singapore courts to questions of cross-border insolvency provides the assurance of an orderly… more

Appeals, Bankruptcy Code, Chapter 11, Chapter 15, Corporate Restructuring

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Jim Ford

Creative deal structures help life sciences innovators ride out the macro storm

Globally, market volatility has eroded confidence and subdued M&A activity. A “wait and see” approach is the prevailing sentiment for many market participants; it is difficult to convince boards to advance deals while valuations… more

Acquisitions, Biotechnology, Contract Terms, Intellectual Property Protection, Joint Venture

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Christopher Forrester

EDGAR Next: key changes and compliance requirements for filers

The EDGAR Next system has gone live, and all filers – including public companies, investment funds, insiders, and third-party filing agents – must re-enroll in the EDGAR Next system by September 15, 2025, with the legacy EDGAR… more

Capital Markets, Corporate Governance, EDGAR, Filing Deadlines, Filing Requirements

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Paul Fortin

French client-attorney privilege: threats on the horizon?

On March 11, the Criminal Chamber of the French Supreme Court (Cour de cassation) handed down four rulings that drastically narrow the scope of French legal privilege. Under French law, when a dawn raid is carried out in a… more

Appeals, Attorney-Client Privilege, Criminal Investigations, Criminal Prosecution, Dawn Raids

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Jerome Fortinsky

Corporate Governance and Securities Law Update: Latin America Edition, November 2020

This newsletter provides a snapshot of the principal U.S. and selected international governance and securities law developments during the third quarter of 2020 that may be of interest to Latin American corporations and… more

Coronavirus/COVID-19, Department of Justice (DOJ), EU, European Securities and Markets Authority (ESMA), Securities and Exchange Commission (SEC)

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Karoly Foti

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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James Fox

The why and how of IP arbitration

Why has arbitration become a popular method for resolving IP disputes? Here, we outline when to take that option - When negotiating intellectual property contracts, parties may spend little time considering dispute resolution… more

Arbitration, Dispute Resolution, FRAND, Intellectual Property Litigation, Intellectual Property Protection

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Valentin Fraisse

How ESG, deferred prosecution and tax enforcement shape the French corporate crime landscape

Environmental, Social and Governance (ESG) litigation continues to be a hot topic, before both the French commercial and criminal courts. The number of French-style deferred prosecution agreements (Convention Judiciaire… more

Corporate Crimes, Corporate Governance, Criminal Convictions, Enforcement Actions, Environmental Social & Governance (ESG)

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Bart Franceus

Due process in internal investigations in Belgium: mixed signals given by the Supreme Court and the legislator.

Last month, the Belgian Supreme Court ruled in a case concerning a former employee who, following an internal investigation, had been first dismissed by her employer for and subsequently convicted of several criminal offences,… more

Belgium, Compensation & Benefits, Corporate Governance, Criminal Prosecution, Employer Liability Issues

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Yacine Francis

Whistleblowing: ensure programs are fit for 2025

Whistleblowing has become an increasingly critical aspect of corporate governance and compliance, especially for multinational companies operating across diverse legal and regulatory landscapes. We see increased efforts by… more

Artificial Intelligence, CFTC, Compliance, Corporate Governance, Cross-Border

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Jamie-Lee Frank

Pay Transparency – the Netherlands proposes new legislation

The Directive 2023/970/EC (Directive) aims to strengthen the principle of equal pay for equal work between men and women through transparency and enforcement mechanisms. The Directive generally applies to all employers and must… more

Employee Rights, Employer Responsibilities, Enforcement, Equal Pay, EU Directive

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Robert Freedman

PJM’s New ‘Focused’ MOPR Goes Into Effect by Operation of Law

PJM Interconnection Inc.’s (PJM) new “Focused” Minimum Offer Price Rule (MOPR) went into effect on September 29, 2021, by operation of Section 205 of the Federal Power Act (FPA), because the Federal Energy Regulatory Commission… more

Electricity, Energy Market, Energy Sector, FERC, PJM

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James Freeman

Widening the sanctions net in uncertain times: latest developments in the U.S., EU, and U.K.'s sanctions targeting Russia

In the context of the third anniversary of Russia’s invasion of Ukraine, the U.S., EU, and U.K. continue to implement new measures to stifle Russia’s war efforts. The Biden administration continued to escalate sanctions… more

CAATSA, Economic Sanctions, Energy Sector, EU, Executive Orders

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Joe Freeman

Cross-Border Renewable Power in Asia: A Sustainable Surge?

Climate change concerns are rising alongside the surge in demand for power in Asia. Asian governments have made varying pledges, including net-zero pledges, to reduce greenhouse gas emissions over the coming years and to… more

Asia, Clean Energy, Climate Change, Energy Projects, Energy Sector

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Stephan Funck

Regulatory monitoring - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

BaFin, Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements Regulation (CRR), Cross-Border Transactions

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Chun Ki (Curtis) Fung

Sanction for scheme of arrangement refused by Hong Kong court: Key takeaways

Notwithstanding that the requisite statutory majority was obtained in the relevant creditors’ scheme meeting, the Hong Kong Companies Court refused to sanction a scheme of arrangement propounded by a company that professed to be… more

Commercial Litigation, Creditors, Dispute Resolution, Financial Institutions, Hong Kong

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Nadzar Furqon

Indonesia toll road update

Law No 38 of 2004 on Roads was amended on 12 January 2022 by Law No 2 of 2022 (the Road Law) and we have identified three changes which impact investment in the toll road sector. One is relating to tariff, the other on… more

Indonesia, Infrastructure, Roads, Toll Roads

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Katarzyna Fus-Starzec

2024 year in review: A&O Shearman Real Estate practice

Throughout 2024, our leading real estate practice has solidified its presence in the Polish market. We have supported our clients in numerous high-profile transactions, reflecting our expertise and unwavering commitment to… more

Acquisitions, Asset Management, Investment, Investment Funds, Joint Venture

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Mena Gaballah

Federal Circuit affirms district court finding of no induced or contributory infringement of generic depression drug

In H. Lundbeck A-S v. Lupin Ltd., Case No. 2022-1194 (Fed. Circ. December 7, 2023), Plaintiffs, H. Lundbeck A/S (“Lundbeck”) and Takeda Pharmaceutical Company Ltd., Takeda Pharmaceuticals U.S.A., Inc., Takeda Pharmaceuticals… more

Abbreviated New Drug Application (ANDA), Appeals, Hatch-Waxman, Intellectual Property Protection, Life Sciences

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Richard Gagnon

Proposed Treasury Regulations Clarify Requirements for Deducting Restitution and Legal Compliance Costs under Section 162(f)

On May 13, 2020, the Treasury Department and the Internal Revenue Service proposed revisions to the regulations under section 162(f) of the Internal Revenue Code (the “Proposed Regulations”). Generally, section 162(f) governs… more

IRS, Proposed Regulation, Tax Cuts and Jobs Act, U.S. Treasury

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Chris Gaine

Supreme Court’s Cornell decision sets low pleading bar for ERISA claims

In a decision poised to change the landscape of Employee Retirement Income Security Act of 1974 (“ERISA”) litigation, on April 17, 2025, the Supreme Court held in Cunningham et al. v. Cornell University et al. that a claimant… more

Class Action, Corporate Counsel, Employee Benefits, Employee Retirement Income Security Act (ERISA), Employer Liability Issues

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Michael Modesto Gale

Arbitration in Life Sciences Disputes: a View from New York

Life science companies are increasingly turning to international arbitration as a preferred dispute-resolution mechanism due to its confidentiality, comparative cost-effectiveness, and nearly universal enforceability. Evidence… more

Arbitration, Arbitrators, Dispute Resolution, Life Sciences

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Goran Galic

The EU Corporate Sustainability Due Diligence Directive is final: how can companies prepare?

This is an update to previous bulletins on the Corporate Sustainability Due Diligence Directive (CS3D) which we published in June and September 2024. In a decisive move that marks a new chapter for corporate responsibility,… more

Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Due Diligence

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Anna Gamvros

Navigating consent: emerging trends in children's data privacy across APAC

The Asia-Pacific (APAC) region has experienced a significant increase in internet usage among children, fueled by widespread access to smartphones, affordable data plans, and digital platforms. While this digital transformation… more

Asia Pacific, Consent, Data Privacy, Data Protection, New Legislation

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Carter Gantt

DOJ releases new FCPA enforcement guidelines

On June 9, 2025, the U.S. Department of Justice (DOJ) released new guidelines for investigating and enforcing the Foreign Corrupt Practices Act (FCPA), in response to President Trump's February 10, 2025 Executive Order 14209… more

Anti-Corruption, Bribery, Corruption, Department of Justice (DOJ), Enforcement Actions

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Nina Garajova

Market access for innovations made easier in Slovakia

On 1 August 2022, a crucial amendment to Act No. 363/2011 Coll. on the scope and conditions of the reimbursement of medicinal products, medical devices and dietetic foods under public health insurance (the Reimbursement Act)… more

Innovation, Medical Devices, Pharmaceutical Industry, Slovakia

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Mario Garcia

EU 2040 climate target and carbon credits—what’s changing?

Today, the European Commission proposed an amendment to the EU Climate Law reviewing the 2040 climate targets that first enshrined climate neutrality by 2050—and with it, a structural shift in how climate action will be measured… more

Carbon Emissions, Carbon Off-Set Credits, Climate Change, Environmental Policies, EU

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Jai Garg

Florida Choice Act bolsters enforceability of noncompete and garden leave agreements

In a departure from the legislative trends in certain states to curtail post-employment restraints, the state of Florida has bucked the tide to take the most employer friendly approach to restrictive covenants. On April 24,… more

Employees, Employer Liability Issues, Employer Responsibilities, Employment Contract, Enforcement

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Khalid Garousha

Global M&A Insights - Innovation thrives amid challenging conditions

As we look ahead to the second half of 2023, the outlook for M&A remains complex. In the six months to the end of June, global deal value stood at USD1.2 trillion, around one-third of last year’s annual total… more

Antitrust Provisions, Cross-Border Transactions, Department of Justice (DOJ), EU, European Commission

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Kristen Garry

Debt Buyback and Liability Management Considerations in a Volatile Market

In light of continued negative macroeconomic trends—including but not limited to meaningfully higher global inflation, tightening monetary policy by central banks, volatile energy prices, slowing consumption, continued supply… more

Bank Loan Markets, Banks, Convertible Bonds, Debt Buyers, Debt Market

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Daniel Garton

Avoiding disputes in projects aimed at reducing emissions

The Middle East’s ambitions for achieving Net Zero mean there is a wealth of opportunity for projects aimed at reducing carbon emissions. However, these projects will require careful navigation of the growing labyrinth of risks… more

Carbon Capture and Sequestration, Carbon Emissions, Clean Energy, Climate Change, Energy Projects

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Sarah Garvey

Legal hot takes – the ECB’s Digital Euro

The Digital Euro project is the European Central Bank’s (ECB) response to the changing landscape of consumer payments, driven by the rise of cryptocurrency, payment fintechs and electronic transactions. A Digital Euro would be a… more

Central Bank Digital Currency (CBDCs), Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets

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Susan Gault-Brown

The GENIUS Act: Transforming U.S. Stablecoin Regulation

On July 18, 2025, President Trump signed into law the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUS Act”), establishing the first U.S. statutory federal regulatory framework for payment… more

Anti-Money Laundering, Banking Sector, Compliance, Digital Assets, FDIC

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Jill Ge

China advances pharmaceutical data protection regime with new Draft Measures

On March 19, 2025, China’s National Medical Products Administration (NMPA) released the Draft Measures for the Protection of Drug Trial Data (the “Draft Measures”), along with its accompanying implementation guidelines, the… more

China, Clinical Trials, Data Protection, Government Agencies, Intellectual Property Protection

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Hakki Gedik

A new chapter for Turkish merger control

Turkish antitrust law has undergone some significant changes in the last couple of years (see the G&E articles here, here and here) and this trend looks set to continue. Most recently, on 4 March 2022, the Turkish Competition… more

Acquisitions, Competition, Competition Authorities, Merger Controls, Mergers

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Etienne Gelencsér

USD LIBOR panel has ceased…what now?

June 30th has passed and one-, three- and six-month USD LIBOR settings have ceased to be published. As confirmed by the FCA on 3 April 2023, the ICE Benchmark Administration (IBA) has begun publishing non-representative… more

Banking Sector, Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Financial Markets

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Felicity Gemson

UK employment developments July 2025

As we move into the second half of 2025, several important developments are emerging that HR, legal and compliance teams should have on their radar. Employment Rights Bill: strategic planning starts now - The Employment Rights… more

Apprenticeships, Compliance, Employee Rights, Employer Liability Issues, Employer Responsibilities

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Charles George

FCA publishes final rules for public offers and admission to trading regime

On July 15, 2025, the Financial Conduct Authority (FCA) published its Policy Statement PS25/9 setting out the final rules to implement the Public Offers and Admission to Trading Regulations 2024 (POATRs). These rules, which… more

Capital Markets, Disclosure Requirements, Final Rules, New Rules, Public Offerings

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John Geraghty

Investing in the energy transition: how private capital is fast tracking the journey to net zero

The global energy transition is well underway, spurred on by legally enshrined governmental net-zero targets and having been given additional impetus by Russia’s invasion of Ukraine. In 2022, clean energy investments were… more

Clean Energy, Climate Change, Energy Projects, Energy Sector, Environmental Social & Governance (ESG)

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Niklas Germayer

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Frits Gerritzen

The UPC’s interpretation of inventive step: does it follow the problem-solution approach?

UPC case law on the assessment of inventive step is still evolving. Most local division (LD) decisions have indicated a slightly diverging practice from the EPO’s problem-solution approach. However, more recently, others have… more

Claim Construction, EU, European Patent Office, Germany, Obviousness

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Giulia Ghiandai

MiCAR under the microscope - Part 7: Prudential and capital requirements for issuers of ARTs and CASPs

In this edition of our "MiCAR under the microscope" series, we examine the prudential requirements, with a specific focus on the capital requirements that are applicable to issuers of ARTs and EMTS and CASPs under Regulation… more

Capital Markets, Compliance, Cryptocurrency, Digital Assets, EU

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Robert Giannattasio

Shearman & Sterling and SIFMA Announce Investment-Grade Bond Optional Redemption Model Provision

Shearman & Sterling is pleased to announce the publication of the SIFMA investment-grade bond optional redemption model provision. After assembling a working group of investment banks operating in the U.S. and global capital… more

Broker-Dealer, Compliance, Financial Industry Regulatory Authority (FINRA), Investment Adviser, Securities and Exchange Commission (SEC)

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Clare Gibbons

Time is an illusion. Lunchtime doubly so*

The court reassures lenders on the effect of a termination notice, the meaning of a continuing Event of Default and the effectiveness of reservation of rights letters: Re Pocket Renting. Appointment of administrator… more

Bankruptcy Court, Borrowers, Contract Terms, Debt, Debt Restructuring

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Adrian Gibbs

What the new private sale process regime means for private equity investors

The UK Takeover Panel (the Panel) has published a new framework for private sale processes. If you are a private equity investor considering potential P2P acquisitions after receiving initial soundings from management teams,… more

Acquisitions, Buyers, Investment Management, Investors, Mergers

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Denise Gibson

Sustainability linked lending in the leveraged finance market

Environmental, Social and Governance (ESG) matters have long been a talking point in the leveraged finance market, but the end of 2020 and the first few months of 2021 have seen deal flow take off for transactions addressing… more

Environmental Social & Governance (ESG), Leveraged Finance, Sustainability, UK

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Pamela Gibson

SEC Staff Issues Statement on Effect of Court Decision on Conflict Minerals Rule

On April 29, 2014, the SEC Division of Corporation Finance (the “Division”) issued a statement on the effect of a recent decision by the US Court of Appeals for the District of Columbia Circuit (the “Court”) on the SEC’s… more

Conflict Mineral Rules, Minerals, Securities and Exchange Commission (SEC), Securities Exchange Act

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Eve Giles

What the Procurement Act 2023 means for investigations

The Procurement Act 2023 launches a new, post-Brexit procurement regime, with many significant changes to the predecessor regime. It is now even more important for a company to challenge promptly a UK public authority’s decision… more

Competition, Enforcement Actions, Financial Crimes, Government Agencies, Investigations

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Dr Nicolas Gillen

Germany’s New Supply Chain Act – Part 4 of 4 – FAQs

This briefing is Part 4 of a series of briefings aiming at providing an overview of the key elements of the new German Supply Chain Due Diligence Act. On 11 June 2021, the German parliament approved the Federal Act on… more

Cease and Desist, Cease and Desist Orders, Due Diligence, Germany, Reporting Requirements

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Emer Gilmore

Court of Appeal says no implied term preventing Tesco’s “firing and rehiring” plan

A reminder, if one is needed, of how difficult it can be to imply a term. The Court of Appeal found the High Court was wrong to have implied a term into an employment contract restraining the controversial practice of “firing… more

Contract Termination, Contract Terms, Employer Liability Issues, Employment Contract, Employment Litigation

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Philippe Gimbrere

UPC ruling on Panasonic v. Oppo: A landmark decision on SEPS and FRAND

On November, 22, 2024, the Mannheim Local Division of the Unified Patent Court (UPC) delivered a landmark ruling in Panasonic v. Oppo, setting a significant precedent in the realm of Standard Essential Patents (SEPs) and Fair,… more

Court of Justice of the European Union (CJEU), Damages, EU, FRAND, Huawei

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Daniel Ginting

Key takeaways from PLN’s 2025-2034 Electricity Supply Business Plan

On May 26, 2025, Indonesia’s minister of energy and mineral resources (MEMR) held a press conference themed “Increasing Security and Sustainability of National Energy” to announce the launch of PLN’s 2025-2034 Electricity Supply… more

Batteries, Clean Energy, Energy Policy, Energy Projects, Energy Sector

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Giorgia Giorgetti

End to six-month cap on unlawful termination compensation in small businesses for Jobs-Act-governed relationships

On July 21, 2025, the Constitutional Court, with Judgment No. 118/2025, declared the constitutional illegitimacy of Article 9, paragraph 1 of Legislative Decree 23/2015. With this decision, the court deleted the strict… more

Compensation, Constitutional Challenges, Employee Rights, Employees, Employer Liability Issues

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Giannis Giortzis

The UK Digital Securities Sandbox is officially open

On September 30, 2024, the UK Digital Securities Sandbox was officially declared open. The announcement was made by the Bank of England (BoE) and the UK Financial Conduct Authority (FCA), following the consultation earlier this… more

Bank of England, Banking Sector, Digital Assets, EU, Financial Conduct Authority (FCA)

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Charles Gittleman

FINRA Capital Acquisition Broker Proposal Approved - Broker-Dealers Conducting Only Certain Private Fund Placement Services or Corporate Finance or Investment Banking Advisory Activities May Elect to Be Governed by More Limited FINRA Rule Set

In August 2016, the SEC approved FINRA’s proposal to permit firms conducting only enumerated corporate financing activities (“capital acquisition brokers” or “CABs”) to operate under a more limited FINRA rule set, a move… more

Broker-Dealer, Capital Acquisition Broker (CAB), Financial Industry Regulatory Authority (FINRA), Private Placements

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Jane Glancy

Term SOFR: six months on

In May 2022 we reported that where Term SOFR was being used widely in U.S. loans; its use in other markets was more limited. Six months on, how has the picture changed?… more

Alternative Reference Rates Committee (ARRC), Banking Sector, Benchmarks, Interest Rates, Libor

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Elliott Glover

Private damages activity escalates across key jurisdictions

In the EU, the surge in private damages actions following the transposition of the Private Damages Directive (PDD) at member state level has brought to the fore several novel legal questions, prompting national courts to… more

Class Action, Collective Actions, Court of Justice of the European Union (CJEU), Damages, Enforcement Actions

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Catharina Glugla

Cybersecurity: The changing threat and risk landscape

Cyber issues are seldom out of the news, from ransomware attacks and espionage to non-malicious outages that cause widespread concern. Organizations need to protect themselves against both current and future risks and threats… more

Artificial Intelligence, Cyber Attacks, Cyber Incident Reporting, Cyber Threats, Cybersecurity

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Michael Godden

Disputes 101 - Boilerplate provisions and how not to get scalded

In the fourth and final post on our series on Disputes 101 we look at boilerplate provisions on: entire agreements, non-reliance, oral variation (aka oral modification) and waiver. Entire agreement and non-reliance - Entire… more

Breach of Contract, Contract Disputes, Contract Interpretation, Contract Terms, Dispute Resolution

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Clare Godson

aosphere + regtech = a good match

Q&A with Head of Rulefinder Shareholding Disclosure (SD), Faye Sutherland. We ask Faye about the integration of aosphere legal content into automated compliance solutions and aosphere’s relationship with the regtech providers… more

Disclosure Requirements, Financial Institutions, RegTech, Shareholders

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Dan Gold

Fifth Circuit Securities Litigation Quarterly: first quarter 2025

Welcome to the Q1 2025 edition of A&O Shearman’s Fifth Circuit Securities Litigation Quarterly. As public companies and financial institutions continue to migrate to Texas, our Texas-based securities litigation team continues to… more

Class Action, Securities and Exchange Commission (SEC), Securities Fraud, Securities Litigation, Securities Regulation

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Geoffrey Goldman

CFTC announces final guidance regarding voluntary carbon credit derivative contracts

On September 20, 2024, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that it had approved final guidance (the “Final Guidance”) for designated contract markets (“DCMs”) that list voluntary carbon credit… more

Carbon Emissions, CFTC, Commodity Exchange Act (CEA), Derivatives, Designated Contract Markets (DCMs)

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David Goldstein

2022 Year End Estate Planning Advisory

The current estate planning landscape is drastically different than it was at the beginning of this year. After an extended period of historically low rates of interest and inflation, this year the Federal Reserve began… more

Capital Gains Tax, Estate Planning, Estate Tax, Estate-Tax Exemption, Gift Tax

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Nicholas Gomes

Civil Justice Council calls for overhaul of English litigation funding and lawyer fees arrangements

On June 2, 2025, the Civil Justice Council (“Council”)—a public body that reviews and makes recommendations to the UK Government about the English civil justice system—published its much-anticipated report on litigation funding… more

Attorney's Fees, Class Action, Competition, Damages, Litigation Funding

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Mara Goodman

Bit by bit: improving consumer complaint processes in crypto

On May 30, 2024, the New York State Department of Financial Services ("NYSDFS" or the "Department") issued guidance to all virtual currency businesses licensed or chartered with the Department ("VCEs"), including those licensed… more

Cryptocurrency, Customer Service Standard, Digital Assets, FinCEN, New Guidance

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Fee Goossens

The tender principles for the development of the Belgian offshore Princess Elisabeth Zone

The Belgian subsidy regime in support of offshore wind developments is undergoing some important changes. Very recently, through Royal Decrees of 23 May and 26 May 2023 and an amendment of the Electricity Act soon to be… more

Belgium, Energy Policy, Energy Projects, Infrastructure, Offshore Wind

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Alejandro Gordano

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Carmelo Gordian

T+1 Settlement Coming May 28, 2024

On February 15, 2023, the SEC adopted several changes to shorten the standard settlement cycle for securities transactions to T+1 effective May 28, 2024… more

Broker-Dealer, Capital Markets, Domestic Securities Transaction, Securities, Securities and Exchange Commission (SEC)

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Dr. Christoph Götz

BFH NIMMT ZUM BEGRIFF DER ANTEILSMINDERUNG ISD. § 6 ABS. 3 S. 2 GRESTG STELLUNG

Mit Urteil vom 12.01.2022, II R 4/20 entscheidet der BFH zum Begriff der Anteilsminderung iSd. § 6 Abs. 3 S. 2 GrEStG. Nach Ansicht des BFH sind hierbei auch anderweitige Vereinbarungen zu berücksichtigen, soweit es dadurch… more

Acquisition Agreements, Acquisition Finance, Germany, Merger Agreements, Real Estate Transfers

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Alan Goudiss

Delaware Court of Chancery finds that stockholder ratification following adverse judgment does not absolve findings of breach of fiduciary duty

Subsequent to the post-trial opinion by Chancellor McCormick in January 2024, Tesla appointed a new independent director to serve on a newly created independent committee, which issued a report recommending that stockholders… more

Breach of Duty, Elon Musk, Fiduciary Duty, Independent Directors, Post-Trial Order

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Marine Gourlet

How ESG, deferred prosecution and tax enforcement shape the French corporate crime landscape

Environmental, Social and Governance (ESG) litigation continues to be a hot topic, before both the French commercial and criminal courts. The number of French-style deferred prosecution agreements (Convention Judiciaire… more

Corporate Crimes, Corporate Governance, Criminal Convictions, Enforcement Actions, Environmental Social & Governance (ESG)

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Laurent Goyer

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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Jacques Graas

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Jill Gracey

UK employment developments July 2025

As we move into the second half of 2025, several important developments are emerging that HR, legal and compliance teams should have on their radar. Employment Rights Bill: strategic planning starts now - The Employment Rights… more

Apprenticeships, Compliance, Employee Rights, Employer Liability Issues, Employer Responsibilities

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Charlie Grainger

It pays to read your NDAs

When assessing whether a non-compete is an unlawful restraint of trade, express or implied non-contractual intentions can be used to evidence legitimate interests and therefore reasonableness… more

Confidential Information, Contract Terms, Non-Disclosure Agreement, UK

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Denise Grant

Latin America Corruption: Keep Calm, Carry On?

Recently, governmental authorities have pursued corruption investigations in Latin America with a vigor traditionally not seen. One potential result is a significant disruption of business. While there are inherent risks in… more

Chief Compliance Officers, Complex Corporate Transactions, Compliance, Due Diligence, Enforcement Actions

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Tom Grant

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Laura Green

Embracing legal tech: A game-changer for IPO success

This tech-driven approach is not just an option; it's a necessity. Michael Bloch, Partner at A&O, explains, "IPOs are incredibly complex, but we are exploring ways to make them less painful for everyone involved through the… more

Acquisitions, Capital Markets, Corporate Governance, Disclosure Requirements, EU

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Maria Green

EU Securitisation Regulation: good news for Cayman SSPEs

As the EU removes the Cayman Islands from the EU AML/CFT blacklist with effect from 7 February 2024, concerns and barriers for EU sell- and buy-side parties on securitisations involving Cayman SSPEs fall away… more

AML/CFT, Anti-Money Laundering, Capital Markets, Cayman Islands, EU

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Michael Green

An Individual Lender's Rights Under A Syndicated Loan

The traditional view of a syndicated loan has always been that an individual lender can take action to recover its share of the loan when due unless it is expressly prohibited from doing so. Unfortunately, a Hong Kong court in… more

Financial Institutions, Hong Kong, Lenders, Loan Agreements, Loan Market Association

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Jamie Greenwood

UK Payment Systems Regulator to be abolished - what's next?

The UK Government has announced the abolition of the Payment Systems Regulator (PSR), with a view to driving economic growth and reducing the burdens on business. The practical impact on firms is yet to be seen, and the… more

Competition, Financial Conduct Authority (FCA), Financial Regulatory Reform, Financial Services Industry, Payment Systems

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Lucy Grey

Rent arbitration and the UK restructuring toolkit

We look at the new rent arrears ringfencing and binding arbitration regime for commercial tenants and their landlords. Continued economic uncertainty means large tenants and their stakeholders should be mindful of the UK’s… more

Arbitration, Commercial Leases, Commercial Tenants, Landlords, Tenants

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Earl Griffith

UK Corporate Insolvency Reforms: What do I need to know?

The UK Government’s response issued on 26 August 2018 confirms that the UK corporate restructuring toolbox will change (and expand). Some of the proposed changes could be significant for borrowers, creditors and distressed… more

Commercial Bankruptcy, Corporate Restructuring, Creditors, Debt Restructuring, Insolvency

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Cameron Griffiths

Dubai’s new law to regulate construction activities and encourage investment

Dubai has just issued a new law regulating construction activities in the Emirate, Law No. (7) of 2025 (the Law). The Law’s objectives include encouraging investment in and regulating the activities of the construction sector in… more

Code of Conduct, Construction Industry, Contractors, Dubai, Ethics

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Gabriella Griggs

UK National Security and Investment Act: reducing red tape?

The UK government has published its latest annual report on the functioning of the UK’s investment screening regime under the National Security and Investment Act 2021 (NSIA) as well as announcing its intention to reduce… more

Acquisitions, Artificial Intelligence, Consultation, Foreign Investment, Investment

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Benjamin Gris

The Trump era DOJ and FTC: a return to merger remedies

This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement is… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Department of Justice (DOJ), Enforcement Actions

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Alexander Grynszpan

New Stock Buyback Disclosure Requirements

On May 3, 2023, the SEC adopted new disclosure requirements for stock buybacks, including disclosure of daily share repurchase activity on a quarterly basis. These quarterly reports of daily share repurchase activity will be… more

10b5-1 Plans, Disclosure Requirements, Insider Trading, Proposed Amendments, Publicly-Traded Companies

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Urvi Gudka

Decarbonisation in Africa

As the world focuses on energy transition and decarbonisation, there is clearly no shortage of bold ambition on the part of many African governments to play a key role in global efforts to tackle climate change. Meanwhile, the… more

Africa, Carbon Emissions, Clean Energy, Climate Change, Energy Projects

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Francesco Guelfi

Trump and House Republicans take aim at the global minimum tax and domestic tax measures

Day one of the Trump administration and the impact of the new U.S. President and Republican-controlled House and Senate is being felt in many areas, including in the international tax sphere. On 20 January, President Trump… more

Corporate Taxes, Economic Sanctions, Executive Orders, International Tax Issues, OECD

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John Gueli

United States Supreme Court Clarifies Scope of Specific Personal Jurisdiction in State Court

On Monday, June 19, 2017, the Supreme Court clarified the limits of specific personal jurisdiction in state courts, holding that a connection between a defendant’s contacts with the forum and the claims at issue remains… more

BNSF Railway Co v Tyrrell, Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, DaimlerChrysler v Bauman, Forum Shopping, General Jurisdiction

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Samuel Guggenheimer

2022 CFIUS Annual Report Announces Record Filings, More Investigations, More Mitigation, But No Fines

Last week, the Committee on Foreign Investment in the United States (CFIUS) released its 2022 Annual Report to Congress. CFIUS reported a record 440 filings in 2022. Although this reflects only a small increase from the 436… more

CFIUS, Critical Infrastructure Sectors, Cross-Border Transactions, Export Controls, Foreign Acquisitions

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François Guillaume de Liedekerke

Clarification changes to the August 2005 Luxembourg Act

Clarification changes in relation to the Luxembourg Act dated 5 August 2005 on financial collateral arrangements, as amended (the Luxembourg Collateral Act)… more

Collateral, Financial Services Industry, Luxembourg

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Alann Le Guillou

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Agnes Amelia Guntara

Indonesia – Personal Data Protection Bill adopted

On 20 September 2022, the Parliament of Indonesia adopted the draft Law on the Protection of Personal Data (PDP Bill). Before becoming law, the PDP Bill needs to be ratified by the President and published in the Official… more

Cybersecurity, Data Breach, Data Privacy, Data Protection, Data Security

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Umut Gurgey

Navigating private credit in Türkiye

Türkiye is fast emerging as an increasingly attractive destination for private credit providers looking to deploy capital and diversify their portfolios. Despite this growing interest, relative to its size as the seventh largest… more

Borrowers, Contract Terms, Foreign Investment, Insolvency, Investment Funds

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Alfonso Gutierrez

The Spanish Supreme Court reviews its criteria on usurious interest rates for revolving credit cards

On 4 March 2020, the Spanish Supreme Court issued a ruling that partially reviews its previous position regarding the usurious interest rates for revolving credit cards. In particular, in judgement 149/2020, the Supreme Court… more

Banking Sector, Credit Cards, Interest Rates, Spain

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Carine Ha

The Supreme Court of Thailand issues judgement endorsing the use of SIAC Expedited Procedure

The Supreme Court of Thailand has burnished its pro-arbitration credentials in a recent decision that recognises the primacy of the SIAC Expedited Procedure and promotes certainty for parties involved in Thailand-related SIAC… more

Arbitration, Arbitration Awards, International Arbitration, SAIC, Thailand

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Christina Habermayr

VAT liability for supervisory board remuneration

The VAT handling of the settlement of remunerations for Supervisory Board members has been changed. Consequences resulting from these changes must be implemented by 1 January 2022 at the latest. Companies must check the legal… more

Corporate Taxes, Germany, International Tax Issues, Remuneration, Value-Added Tax (VAT)

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Antoine Haddad

How Africa can lead the global race for green hydrogen production

Green hydrogen is often hailed as a critical part of the low-carbon energy future – and Africa as the continent where that future will be realised. But while the opportunity for Africa is clear, the task of maximising its… more

Africa, Carbon Emissions, Climate Change, Energy Market, Energy Sector

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Steven Hadwin

End of the Road for Representative Actions in English Data Claims

How should multiple claimants seek compensation for alleged data misuse? It had originally been thought that the answer might be a representative action; an “opt-out” procedure enabling a single claimant to bring proceedings on… more

Class Action, Consumer Privacy Rights, Data Breach, Data Privacy, Data Protection

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Sofie Haelterman

Navigating a greener world: Sustainability reporting obligations, directors’ duties and an action plan

“Sustainability is our business”, is a phrase that many companies insert into their sustainability reports, reflecting the increasing trend for companies to showcase their sustainability credentials. In fact, 80% of companies… more

Board of Directors, Corporate Governance, Environmental Social & Governance (ESG), Sustainability

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Adam Hakki

Delaware Court of Chancery finds that stockholder ratification following adverse judgment does not absolve findings of breach of fiduciary duty

Subsequent to the post-trial opinion by Chancellor McCormick in January 2024, Tesla appointed a new independent director to serve on a newly created independent committee, which issued a report recommending that stockholders… more

Breach of Duty, Elon Musk, Fiduciary Duty, Independent Directors, Post-Trial Order

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Harald Halbhuber

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Tarsis Halintar

Resurging opportunity for Sustainability-linked Loans in Indonesia

In February 2023, the Loan Market Association (LMA), the Asia Pacific Loan Market Association (APLMA) and the Loan Syndications and Trading Association (LSTA) re-issued the Sustainability-linked Loan (SLL) Principles and the SLL… more

Bank Loan Markets, Borrowers, Environmental Social & Governance (ESG), Financial Institutions, Financial Services Industry

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Lucy Hall

“The Finance COP” – what does COP29 mean for financing parties?

Badged as “The Finance COP”, the UN Climate Change Conference in Baku (COP29) has drawn mixed reactions to its climate finance deal. However, the recognition of the role for both the private sector and multilateral agencies in… more

Climate Change, COP, Environmental Policies, Financing, Green Climate Fund (GCF)

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Rose Hall

Lessons learned from "Health Tech Innovators" conference

Allen & Overy was delighted to be involved in the recent London Technology Week event called “Health Tech Innovators”. ?Organised by Tech London Advocates, MedCity and DigitalHealth.London, the event brought together… more

3D Printing, Life Sciences, Shareholders, Technology, UK

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Matthew Hamilton-Foyn

Global M&A Insights Q4 2024

Welcome to the latest edition of M&A Insights, where we bring together partners from across the A&O Shearman network to explore the themes shaping global dealmaking. The election of Donald Trump as President is expected to… more

Acquisitions, Artificial Intelligence, Banking Sector, Buyers, CFIUS

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Gary Hamp

ESG Update: UK Government Releases Roadmap to Sustainable Investing

The “Greening Finance” Roadmap outlines plans for new sustainability-related disclosures and implements a “Green Taxonomy” to evaluate corporate environmental behaviour and counter greenwashing… more

Business Strategies, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Maeve Hanna

What the Procurement Act 2023 means for investigations

The Procurement Act 2023 launches a new, post-Brexit procurement regime, with many significant changes to the predecessor regime. It is now even more important for a company to challenge promptly a UK public authority’s decision… more

Competition, Enforcement Actions, Financial Crimes, Government Agencies, Investigations

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Mark Hannemann

Update on Key Patent Court Scheduling Adjustments in View of COVID-19

COVID-19 has taken an unprecedented toll on the United States and the world at large. It has impacted nearly every facet of both professional and personal life and, with that, the patent landscape, too—especially as it pertains… more

Coronavirus/COVID-19, International Trade Commission (ITC), Patent Litigation, Patents, USPTO

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Darren Hanwell

The FCA's final ban on right of first refusal/right to act provisions: will it affect corporate lending and acquisition finance markets?

On 27 June, the UK Financial Conduct Authority (FCA) published a policy statement setting out the final form of its proposed ban on right of first refusal and right to act provisions relating to the supply of certain future… more

Acquisition Finance, Financial Conduct Authority (FCA), Lenders, Right of First Refusal, UK

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Florian Harder

BUNDESTAG BESCHLIESST DAS DIREG – DEUTSCHLAND AUF DEM WEG ZUM DIGITALEN NOTARIAT (?)

Was bereits in unserem am 28.04.2022 veröffentlichten Artikel angekündigt wurde, wird nun Realität – der Bundestag hat am Donnerstag, den 23.06.2022 nach halbstündiger Aussprache einen Gesetzentwurf der Bundesregierung zur… more

Corporate Counsel, Corporate Governance, Corporate Structures, Germany, Limited Liability Company (LLC)

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Marcus Harewood

Cybersecurity: The changing threat and risk landscape

Cyber issues are seldom out of the news, from ransomware attacks and espionage to non-malicious outages that cause widespread concern. Organizations need to protect themselves against both current and future risks and threats… more

Artificial Intelligence, Cyber Attacks, Cyber Incident Reporting, Cyber Threats, Cybersecurity

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Dr Nadja Harraschain

Swedish Court requests ruling from CJEU on sanctions legislation

The Swedish Court of Appeal (Court) has requested a preliminary ruling from the Court of Justice of the European Union (CJEU) to clarify the effect and scope of Russia-related sanctions. The anticipated ruling by the CJEU will… more

Breach of Contract, Contract Disputes, Court of Justice of the European Union (CJEU), Dispute Resolution, Economic Sanctions

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Daniel Harris

Is life returning to the private equity exit market?

Following a period in which financial sponsors have struggled to realize an acceptable prices for their assets, signs point towards a brighter outlook for 2025. At the start of 2024 private equity firms were hoping that… more

Acquisitions, Association of Southeast Asian Nations (ASEAN), Australia, Capital Markets, Corporate Governance

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Rebecca Harris

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Chris Harrison

What does Pillar Two mean for structured finance?

Born of the OECD’s base erosion and profit shifting (BEPS) project, the Pillar Two rules introduce a global minimum corporate tax rate of 15% on multinationals of a certain size. The reforms reflect the outcome of an… more

Capital Markets, Corporate Taxes, EU, Model Rules, OECD

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Oonagh Harrison

New ESG changes to MiFID II - What investment firms and banks need to know

The European Commission has finalised its proposed ESG-related changes to MiFID II. These are intended to fit together with SFDR, and are part of a suite of ESG related changes being made via amends to AIFMD, the UCITS… more

Banks, Environmental Social & Governance (ESG), EU, Institutional Investors, Investment Firms

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Tim Harrop

Operating Management Incentive Plans (MIPs) globally: key issues

In the dynamic landscape of global private equity, MIPs are a crucial tool for attracting, retaining, and motivating executive talent. In this article, we highlight key issues and practical tips for companies planning to operate… more

Compliance, Corporate Governance, Employer Liability Issues, Investment, Investors

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Laura Harvey

New twist in the Illumina/GRAIL saga: Advocate General challenges European Commission’s power to review below-threshold mergers

In a much-anticipated opinion, Advocate General Nicholas Emiliou (AG) has advised the European Court of Justice (ECJ) to set aside the General Court (GC)’s Illumina/GRAIL judgment. The AG is of the view that the European… more

Antitrust Division, Antitrust Provisions, Competition, EU, EUMR

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Adam Harwood

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Lorenz Haselberger

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Guido Hassa

FASTER: the European Commission’s proposal to improve withholding tax procedures

The European Commission has released its much anticipated proposal on streamlining withholding tax procedures. The proposal for a Directive on the “Faster and Safer Relief of Excess Withholding Taxes” (or the “FASTER” proposal)… more

Capital Requirements Regulation (CRR), Cross-Border Transactions, CSDR, EU, European Commission

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Brian Hauser

Private damages activity escalates across key jurisdictions

In the EU, the surge in private damages actions following the transposition of the Private Damages Directive (PDD) at member state level has brought to the fore several novel legal questions, prompting national courts to… more

Class Action, Collective Actions, Court of Justice of the European Union (CJEU), Damages, Enforcement Actions

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Igor Havlícek

Instant Payments Regulation - January 2025

In order to increase the use of instant credit transfers in euros at Union level, the EU legislators have amended Regulation (EU) No 260/2012 establishing technical and business requirements for credit transfers and direct… more

Compliance, EU, Financial Institutions, Financial Services Industry, FinTech

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Charlotte Haworth

Economic Crime Act – what the real estate industry needs to know

The Economic Crime (Transparency and Enforcement) Act 2022 requires overseas entities which own, or wish to acquire, certain real estate in the UK to register with Companies House and to provide, and keep up-to-date, information… more

Beneficial Owner, Foreign Entities, Real Estate Investments, Real Estate Market, UK

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Adele Hayer

CFTC announces final guidance regarding voluntary carbon credit derivative contracts

On September 20, 2024, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that it had approved final guidance (the “Final Guidance”) for designated contract markets (“DCMs”) that list voluntary carbon credit… more

Carbon Emissions, CFTC, Commodity Exchange Act (CEA), Derivatives, Designated Contract Markets (DCMs)

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Ming He Tan

The EU proposes to ban Russian gas

In accordance with the EU’s plan to achieve full energy independence from Russia, the European Commission (“Commission”) has, on May 6, 2025, unveiled the Repower Roadmap.1Under the terms of this proposal, imports of Russian gas… more

Economic Sanctions, Energy Policy, Energy Sector, EU, European Commission

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James Heaney

Delaware Court of Chancery Invalidates “New Wave” Stockholder Agreement Constraining Board Authority

This enduring cornerstone of Delaware corporate law is rooted in Section 141(a) of the Delaware General Corporate Law (“DGCL”): “The business and affairs of every corporation […] shall be managed by or under the direction of a… more

Acquisitions, Board of Directors, Capital Markets, Corporate Governance, Mergers

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Mark Heaney

Optis v Apple [2021] EWHC 2564 (Pat): Apple found to be an “unwilling licensee”

The “unwilling licensee” issue has been a vexed one, with uncertainty as to whether such a concept exists, its relevance, and what an implementer must do to avoid becoming one. As for the concept of FRAND itself, there is no… more

FRAND, Patent Infringement, Patent Litigation, Patents, UK

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Trey Hebert

Patent litigation defendants beware: RESTORE Patent Rights Act

Are injunctions back as a matter of law in all patent cases? The Realizing Engineering, Science, and Technology Opportunities by Restoring Exclusive (RESTORE) Patent Rights Act of 2024 aims to address a growing concern in… more

Innovation Patent, Intellectual Property Protection, Legislative Agendas, Patent Litigation, Patents

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Jonathan Heeringa

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Patrick Hein

FCPA Digest - Recent Trends and Patterns in the Enforcement of the Foreign Corrupt Practices Act - June 2023

In 2022, the DOJ and the SEC resolved a total of ten corporate enforcement actions under the FCPA, more than double the number in the previous year. While the average corporate penalties only slightly increased to $168 million… more

CFTC, Chief Compliance Officers, Compliance, Department of Justice (DOJ), Foreign Corrupt Practices Act (FCPA)

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Jack Heinberg

Impact of the One Big Beautiful Bill Act on Inflation Reduction Act Incentives

On July 4, 2025, President Trump signed into law “An Act to provide for reconciliation pursuant to title II of H. Con. Re. 14” (commonly known as the One Big Beautiful Bill Act (the “Act”)). On July 7, President Trump released… more

Clean Energy, Energy Policy, Executive Orders, Federal Budget, Legislative Agendas

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Kim Helwegen

The Netherlands: a review of cross-border white collar crime and investigations developments

Dutch authorities continued their focus on enforcement of white-collar crimes in 2024, particularly regarding sanctions violations, environmental crimes, and tax fraud, scrutinizing the conduct of senior executives in those… more

Anti-Corruption, Anti-Money Laundering, Artificial Intelligence, Compliance, Corporate Governance

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Sarah Henchoz

UK SMCR overhaul: understanding the FCA, PRA and HM Treasury's proposals for reform

Since its inception in 2016, the Senior Managers and Certification Regime (SMCR) has served as a cornerstone of the UK’s financial services regulatory landscape, designed to enhance individual accountability and raise standards… more

Compliance, Financial Conduct Authority (FCA), Financial Services Industry, HM Treasury, Prudential Regulation Authority (PRA)

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Lucy Henderson

Embracing legal tech: A game-changer for IPO success

This tech-driven approach is not just an option; it's a necessity. Michael Bloch, Partner at A&O, explains, "IPOs are incredibly complex, but we are exploring ways to make them less painful for everyone involved through the… more

Acquisitions, Capital Markets, Corporate Governance, Disclosure Requirements, EU

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Jeff Hendrickson

Equity Capital Markets in 2023: A year to be flexible, ready and creative

In 2022, Allen & Overy’s Equity Capital Markets practice was again involved in many high profile and significant ECM transactions around the world. Our standing in the market, and our role in the successes of our clients, makes… more

Capital Markets, Capital Raising, Initial Public Offering (IPO)

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Dr Stefan Henkelmann

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Brice Henry

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Jasmin Hense

Germany: Immediate dismissal of board member for email forwarding to personal account

During an investigation, it is not uncommon to discover that an individual has forwarded business emails to their private email address. This ruling from the Higher Regional Court Munich shows the potential implications of doing… more

Board of Directors, Confidential Information, Corporate Governance, Corporate Misconduct, Email

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Dr Franz Bernhard Herding

German Insolvency Law adjusted to uncertain times

Temporary shortening of the forecast period relating to the over-indebtedness check and other changes until 31 December 2023… more

Corporate Restructuring, Debtors, Germany, Insolvency

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Jeff Hermans

Data Centres: Legal Issues for Real Estate Investors

Data centre investment offers a strong yield compared to many other asset classes for real estate investors with the right platform and appetite. Thanks to the global exponential growth in internet traffic and data centre… more

Investment, Investors, Real Estate Investments

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Frank Herring

Regulatory monitoring - June 2023

ECB in focus is our blog dedicated to the banking supervisory activities of the European Central Bank (ECB). We report on key developments in European banking regulation led by the ECB as part of the Single Supervisory Mechanism… more

Anti-Money Laundering, BaFin, Banking Sector, Banks, EU

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Norbert Hete

Instant Payments Regulation - January 2025

In order to increase the use of instant credit transfers in euros at Union level, the EU legislators have amended Regulation (EU) No 260/2012 establishing technical and business requirements for credit transfers and direct… more

Compliance, EU, Financial Institutions, Financial Services Industry, FinTech

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John Hibbard

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Roxane Hicheri

Antitrust in Focus - October 2024

This newsletter is a summary of the antitrust developments we think are most interesting to your business. Roxane Hicheri (counsel based in Paris) and Mark Steenson (counsel based in London) are our editors this month. They have… more

Acquisitions, Antitrust Division, Antitrust Provisions, Competition, Department of Justice (DOJ)

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Ciara Hickey

Dubai’s new law to regulate construction activities and encourage investment

Dubai has just issued a new law regulating construction activities in the Emirate, Law No. (7) of 2025 (the Law). The Law’s objectives include encouraging investment in and regulating the activities of the construction sector in… more

Code of Conduct, Construction Industry, Contractors, Dubai, Ethics

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Alex Hiendl

Creeping expropriation of investment by foreign state

In the first known English court ruling to set aside an investment treaty arbitration award, the court ruled that an investor seeking redress for allegedly wrongful acts by a foreign State, which it claims constitute a creeping… more

Arbitration, Foreign Investment, Investors, Jurisdiction, UK

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David Higbee

The Trump era DOJ and FTC: a return to merger remedies

This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement is… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Department of Justice (DOJ), Enforcement Actions

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Jane Higgins

UK Pensions: What's new this week? August 4, 2025

TPR blog post on managing systemic risks - The latest blog post from the Pensions Regulator (TPR) highlights the importance of managing systemic risks, including climate change, nature loss and broader ESG factors, as "a core… more

Climate Change, Data Privacy, Environmental Social & Governance (ESG), Fiduciary Duty, HMRC

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George Hill

Aston Martin and the duty of good faith

The High Court rejects various claims that the sports car manufacturer breached express and implied duties of good faith. This dispute between Aston Martin and AMMENA, its distributor in the MENA region, began when AMMENA… more

Breach of Contract, Business Litigation, Contract Disputes, Contract Interpretation, Contract Terms

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Dr Christian Hilmes

Update – Germany tightens energy efficiency requirements: New challenges for companies and data centers

On 21 September 2023, the German Parliament passed the heavily discussed German Federal Act on the Increase of Energy Efficiency (Energieeffizienzgesetz – EnEfG) that aims at significantly increasing energy efficiency… more

Climate Change, Energy Efficiency, Environmental Social & Governance (ESG), EU, Germany

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Rishi Hindocha

Singapore: reinventing an ASEAN hub for investments, funds and restructuring

Singapore’s status as a leading financial centre in Asia and regional hub for commodity trading, shipping, and increasingly, private capital activity has been cemented over the years, especially in the past decade… more

ASEAN Funds, Association of Southeast Asian Nations (ASEAN), Corporate Governance, Fund Managers, International Arbitration

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Brody Hinds

Historic Climate Change Bill Gains New Support

On July 27, 2022, Senator Joe Manchin of West Virginia, a key vote in the United States Senate, announced that he would support legislation providing $369 billion for climate and clean energy action in what could be the most… more

Carbon Capture and Sequestration, Climate Change, Energy Tax Incentives, Greenhouse Gas Emissions, Hydrogen Power

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Samara Hiscock

Luxembourg introduces tax relief package for corporates and individuals

On July 17, 2024, the Luxembourg Minister of Finance submitted Bill of Law #8414 to the Luxembourg Parliament. The Bill proposes a series of tax measures aiming to make Luxembourg a more attractive place to work, do business and… more

Corporate Taxes, ETFs, Income Taxes, Luxembourg, Regulatory Requirements

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Sarah Hitchins

UK SMCR overhaul: understanding the FCA, PRA and HM Treasury's proposals for reform

Since its inception in 2016, the Senior Managers and Certification Regime (SMCR) has served as a cornerstone of the UK’s financial services regulatory landscape, designed to enhance individual accountability and raise standards… more

Compliance, Financial Conduct Authority (FCA), Financial Services Industry, HM Treasury, Prudential Regulation Authority (PRA)

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Victor Ho

China passes provisions to relax the cross-border data transfer regime

China has passed provisions which relax the current cross-border data transfer mechanisms. This comes as welcome news to the international business community, especially those with the need to export data from China in the… more

China, Cross-Border Transactions, Cybersecurity, Data Privacy, Data Protection

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Peter Hoegen

The German StaRUG-Scheme: Act on the Stabilisation and Restructuring Framework for Businesses

A short bullet point summary of the new StaRUG-Scheme and a non-reliance translation of the draft bill for the StaRUG-Scheme from German into English based on the preliminary text of the new draft legislation… more

Commercial Bankruptcy, Corporate Restructuring, Debt Restructuring, EU, Germany

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Charlotte Hoff

OECD Pillars: Full steam ahead

2023 is set to be a year of change for the global tax landscape. After many years of negotiation, development and consultation, implementation of the OECD’s Pillar One and Pillar Two reforms to international taxation is now well… more

Corporate Taxes, International Tax Issues, OECD, Tax Rates, Tax Reform

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Mallory Tosch Hoggatt

Fifth Circuit Securities Litigation Quarterly: first quarter 2025

Welcome to the Q1 2025 edition of A&O Shearman’s Fifth Circuit Securities Litigation Quarterly. As public companies and financial institutions continue to migrate to Texas, our Texas-based securities litigation team continues to… more

Class Action, Securities and Exchange Commission (SEC), Securities Fraud, Securities Litigation, Securities Regulation

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Dominique Holbrook

D&I in FS: how to get a head-start on the FCA and PRA proposals

This is the last post in our series on the UK Financial Conduct Authority (FCA) and Prudential Regulation Authority (PRA) proposals to introduce a new regulatory framework on diversity and inclusion (D&I) in the financial… more

Banking Sector, Corporate Culture, Corporate Governance, Data Protection, Diversity

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Gillian Holgate

Carve-out deals likely to rise after Covid-19

Carve-out and spin-off deals are likely to accelerate as companies emerge from the Covid-19 pandemic. Increasingly, companies are looking at alternative strategies to boost their competitiveness, increase their profits and… more

Acquisitions, Carve Out Provisions, Coronavirus/COVID-19, Private Equity, Private Equity Funds

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Elizabeth Holland

United States Supreme Court affirms invalidating claims for lack of enablement

Executive Summary - In Amgen Inc. v. Sanofi, the United States Supreme Court affirmed the lower courts’ judgment that the asserted claims of U.S. Patent No. 8,829,165 (“the ’165 Patent”) and U.S. Patent No. 8,859,741 (“the… more

Amgen, Enablement Inquiries, Patent Litigation, Patents, Pharmaceutical Industry

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Brendan Holman

Deal structuring in focus as U.S. outbound investment regime takes effect

Navigating the Committee on Foreign Investment in the United States has long been a key consideration for inbound investors to the U.S. But at the start of 2025, a new regulatory framework was introduced to limit certain… more

Biden Administration, China, Corporate Governance, Due Diligence, Executive Orders

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Abigail Holmes

EHRC commences consultation on impact of UK Supreme Court ruling on biological sex

This week, the Equality and Human Rights Commission (EHRC) commenced consultation on updates to its Code of Practice in light of the UK Supreme Court’s ruling that the terms “woman”, “man” and “sex” in the Equality Act refer to… more

Anti-Discrimination Policies, Employee Rights, Employer Liability Issues, Employer Responsibilities, Employment Policies

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Dr Maike Hölscher

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Andreas Hommel

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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Thijs Homveld

Data center boom empowers modular nuclear energy opportunities

The data center market continues to grow in 2025 and beyond, driven in part by AI applications. Energy sources, including nuclear, are key to meeting the increased demand for power. This creates opportunities for efficient… more

Artificial Intelligence, Clean Energy, Data Centers, Energy Projects, Energy Sector

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Charles Honée

Trends in Dutch public M&A 2024

Our latest report delves into the key trends and noticeable events that have shaped the dynamic Dutch public M&A landscape from January 1, 2023 to November 12, 2024. Key trends we want to highlight are: 1. Low deal… more

Acquisitions, Corporate Governance, Environmental Social & Governance (ESG), Geopolitical Risks, Global Dealmaking

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Juan Hormaechea

Covid-19 Coronavirus: Impact on Spanish Commercial Lease Agreements

Royal Decree 463/2020 (Covid-19 Spanish RD), came into force on Saturday 14 March 2020 and will initially be in force until 28 March 2020 (subject to extensions, which are very likely to take place)… more

Business Closures, Coronavirus/COVID-19, Spain

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Ignacio Hornedo

Foreign direct investment regime in Spain: recent developments

Introduction - On 5 July 2023, Royal Decree 571/2023 on foreign investments (RD 571/2023), previously approved by the meeting of the Council of Ministers on 4 July 2023, was published in the Official State Gazette. It will… more

Critical Infrastructure Sectors, Foreign Acquisitions, Foreign Direct Investment, Foreign Investment, Investment

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Jeff Hoschander

So Long, Cyan?—Delaware Supreme Court Endorses Federal Forum-selection Provisions for Securities Act Claims

Today, the Supreme Court of Delaware reversed a decision of the Delaware Court of Chancery and affirmatively endorsed the enforceability of federal forum-selection provisions, in a Delaware corporation’s certificate of… more

Cyan Inc v Beaver Cty Emps Ret Fund, Delaware General Corporation Law, Forum Selection, Jurisdiction, Securities Act of 1933

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Rosie Hoskins

Landmark benchmark manipulation claim fails

Marme v Natwest Markets & Others - The High Court today (25 February 2019) handed down judgment in the case of Marme Inversiones v Natwest Markets plc & Others([2019] EWHC 366 (Comm)), dismissing Marme's misrepresentation… more

Banking Sector, EURIBOR, Financial Institutions, Misrepresentation, Swaps

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Kate House

Supply chains and UK money laundering considerations

A recent English court ruling has shed light on the approach of UK enforcement authorities to the question of money laundering risks where there is potential forced labour / modern slavery in a supply chain. The ruling will be… more

Due Diligence, Forced Labor, Human Rights, Human Trafficking, International Criminal Court

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Tim House

The Long Haul To Sustainability

Those markets include China, where Airbus has an A320 final assembly line at Tianjin, countries across South-East Asia, Japan and Australia. For Airbus, forming close collaboration with players in the Asia Pacific region is an… more

Airbus, Aircraft, Aircraft Sales, Aviation Industry, China

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Jonathan Hsui

Hong Kong SFC proposes changes to the Takeovers Code

The Hong Kong Securities and Futures Commission (the SFC) launched a consultation on proposed amendments to the Codes on Takeovers and Mergers and Share Buy‑backs (the Codes)… more

Acquisition Agreements, China, Consultation Papers, Corporate Sales Transactions, Hong Kong

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Joshua Htet

Covid-19 coronavirus: how the APAC courts and arbitral institutions have adapted to the challenge

As Covid-19 coronavirus continues to spread across the globe, the various forums for dispute resolution worldwide find themselves presented with novel challenges, in particular relating to issues around physical attendance at… more

Arbitration, Coronavirus/COVID-19, Dispute Resolution

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Jeffrey Huang

The first move: Hong Kong Competition Commission (HKCC) enforces non-compliance with investigation powers

For the first time since it was established over a decade ago, the Hong Kong Competition Commission (HKCC) has announced that an individual has been charged for failing to comply with its investigation powers under the… more

Antitrust Litigation, Competition, Compliance, Dawn Raids, Enforcement

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Yian Huang

EDGAR Next: key changes and compliance requirements for filers

The EDGAR Next system has gone live, and all filers – including public companies, investment funds, insiders, and third-party filing agents – must re-enroll in the EDGAR Next system by September 15, 2025, with the legacy EDGAR… more

Capital Markets, Corporate Governance, EDGAR, Filing Deadlines, Filing Requirements

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Karen Huber

U.S. Announces New Restrictions and Renewed Focus on Protecting Critical Technologies After China Balloon Shootdown

On February 14, 2023, the U.S. Department of Commerce’s Bureau of Industry and Security (BIS) added six Chinese entities to its Entity List for their contribution to components retrieved from the Chinese High Altitude Balloon… more

Bureau of Industry and Security (BIS), China, Entity List, Export Controls, National Security

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Lisa Huber

Regulatory monitoring: EU version - June 2025

Our monthly regulatory newsletter monitors all relevant developments regarding European regulatory law in English language… more

Compliance, Enforcement, EU, European Commission, New Legislation

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Matt Huggett

Great Fund Insights: Navigating NAV issues in open-ended real estate funds during economic challenges

This publication focuses on the key issue currently facing managers of open-ended real estate funds offered to institutional investors: the difficulty of striking reliable valuations of properties under the economically complex… more

Alternative Investment Fund Managers Directive (AIFMD), Contract Terms, Financial Markets, Fund Managers, Investment Funds

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Marleen Huisman

CJEU Commercial interests of controller can serve as a legitimate interest

The CJEU considered: (a) whether a legitimate interest of the controller or third party must be determined by law, and (b) whether provision of personal data of the members of a sports federation to third parties in return for… more

Court of Justice of the European Union (CJEU), Data Management, Data Protection, EU, General Data Protection Regulation (GDPR)

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Pieter Huizing

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Max Hulme

US, EU And UK Expand Russian Sanctions Amid Ongoing Ukraine Conflict

Since late February 2022, the United States (U.S.), the European Union (EU) and its member states, the United Kingdom (U.K.), and many others — including Japan, Australia, New Zealand, Taiwan and Canada — have imposed sweeping… more

Australia, Canada, Economic Sanctions, EU, Foreign Policy

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David Hume

Dubai’s new law to regulate construction activities and encourage investment

Dubai has just issued a new law regulating construction activities in the Emirate, Law No. (7) of 2025 (the Law). The Law’s objectives include encouraging investment in and regulating the activities of the construction sector in… more

Code of Conduct, Construction Industry, Contractors, Dubai, Ethics

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Jason Humphreys

Infrastructure series: Public Private Partnerships (PPP) in Indonesia

There is a strong consensus now that the PPP model works. In the last five years the number of PPP projects increased quite exponentially. The PPP market is made up largely by local investors and local financiers. State-owned… more

Construction Project, Indonesia, Infrastructure, Project Finance, Public Private Partnerships (P3s)

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Hayley Humphries

Anti-Money Laundering And Counter-Terrorist Financing

Reputational concerns and the growing focus of financial regulators on money laundering and counter-terrorist financing (CTF) are starting to have an impact on how non-regulated sectors of the economy view and address these… more

Anti-Money Laundering, Money Laundering, Terrorism Funding, Terrorist Financing Regulations, UK

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Brendan Hundt

Catching the Second Industrial Development Wave: Saudi Arabia’s National Industrial Development and Logistic Program

The focus of this article is on the “National Industrial Development and Logistics Program” (the “NIDLP”), one of the Kingdom of Saudi Arabia’s (the “Kingdom”) programs that aims to make Saudi Vision 2030 a reality. The NIDLP… more

Business Development, Economic Development, Real Estate Development, Saudi Arabia, Urban Planning & Development

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Claire Hunter

Energy & Infrastructure Insight – Winter 2020 – Issue 2

We are pleased to introduce the second edition of our Energy & Infrastructure Insight, providing information and analysis of current issues and projects across the globe. In this edition, we offer insights into the milestone… more

Africa, Economic Development, Energy Projects, Energy Sector, Foreign Investment

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Catherine Husted

Making a positive social impact

Around the world, in many different settings, A&O is drawing on all its resources – from financial to skills, time and expertise – to make a real difference in the lives of people. A&O’s new global charity partner, Women for… more

Diversity, Legal Advice, Mentors, Pro Bono, Professional Development

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Hosam Ibn Ghaith

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Clara Iglesias

European Commission publishes proposals for simplification of the GDPR

On May 21 2025, the European Commission adopted a Single Market Simplification proposal, containing a new package of measures for the simplification of the EU single market with the aim of reducing bureaucracy and regulatory… more

Business Entities, Data Protection, EU, European Commission, General Data Protection Regulation (GDPR)

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Masahisa Ikeda

It Is Annual Report Time—Recent Developments and Trends for the Preparation of the 2022 Form 20-F

Foreign private issuers (“FPIs”) with a calendar year end must file their annual report on Form 20-F with the U.S. Securities and Exchange Commission (the “SEC”) no later than May 1, 2023… more

Annual Reports, Corporate Governance, Disclosure Requirements, Financial Statements, Form 20-F

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Mitchell Ikoghode

UK energy: the UK Government introduces the eagerly awaited Planning and Infrastructure Bill

Making good on the 2024 King’s Speech promise, the Government introduced the eagerly anticipated Planning and Infrastructure Bill (the Bill) to Parliament on March 11, 2025. While retaining the bulk of the existing planning… more

Clean Energy, Energy Projects, Energy Sector, Energy Storage, Environmental Policies

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Dara Ingallo

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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David Ingle

Deep seabed mining: The next frontier in clean energy minerals

The fight against climate change and the shift from carbon to clean energy is a monumental undertaking. It requires the widespread manufacture and adoption of electric vehicles, batteries, wind turbines, solar panels, and other… more

Clean Energy, Climate Change, Energy Exploration, Green Energy, Mineral Exploration

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John Inglis

Energy Update - April 2016

We are pleased to release the latest issue of our client newsletter, Energy Update, designed to inform clients and friends of the firm about important developments affecting US and international energy markets… more

Africa, Dispute Resolution, Energy Policy, Energy Sector, Indonesia

See all updates »

Trevor Ingram

It Is Annual Report Time—Recent Developments and Trends for the Preparation of the 2022 Form 20-F

Foreign private issuers (“FPIs”) with a calendar year end must file their annual report on Form 20-F with the U.S. Securities and Exchange Commission (the “SEC”) no later than May 1, 2023… more

Annual Reports, Corporate Governance, Disclosure Requirements, Financial Statements, Form 20-F

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Ian Ingram-Johnson

UK energy: the UK Government introduces the eagerly awaited Planning and Infrastructure Bill

Making good on the 2024 King’s Speech promise, the Government introduced the eagerly anticipated Planning and Infrastructure Bill (the Bill) to Parliament on March 11, 2025. While retaining the bulk of the existing planning… more

Clean Energy, Energy Projects, Energy Sector, Energy Storage, Environmental Policies

See all updates »

Guillaume Isautier

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

See all updates »

Tokutaka Ito

Japan’s shifting attitudes change M&A market dynamics

Driven by changing attitudes and economic priorities, Japan remains a powerful outbound investor and is becoming an increasingly popular destination for inbound transactions… more

Acquisitions, Investment, Investors, Japan, Mergers

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Jaroslaw Iwanicki

2024 year in review: A&O Shearman Corporate/M&A practice

As we reflect on 2024, our Polish Corporate/M&A practice has once again proven its dedication to delivering exceptional legal services and strategic guidance to our clients. This year has been marked by a series of significant… more

Acquisitions, Competition, Corporate Governance, Cross-Border Transactions, Due Diligence

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Kamil Jablonski

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

See all updates »

Nick Frank Jackson

English Court reviews the ICOs first GDPR fine (again)

In December 2019, the UK Information Commissioner’s Office (ICO) imposed a fine of £275,000 on Doorstep Dispensaree Limited (DDL) for multiple contraventions of the GDPR. On December 9 2024, five years on and three judgments… more

Cybersecurity, Data Breach, Data Controller, Document Destruction, Enforcement Actions

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Holger Jacobs

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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Lisa Jacobs

Shearman & Sterling and SIFMA Announce Investment-Grade Bond Optional Redemption Model Provision

Shearman & Sterling is pleased to announce the publication of the SIFMA investment-grade bond optional redemption model provision. After assembling a working group of investment banks operating in the U.S. and global capital… more

Broker-Dealer, Compliance, Financial Industry Regulatory Authority (FINRA), Investment Adviser, Securities and Exchange Commission (SEC)

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Emmanuel Jacomy

Singapore international arbitration centre releases new set of rules

The Singapore International Arbitration Centre (SIAC) has published the 7th edition of its arbitration rules, which will come into effect on 1 January 2025, and will apply to any arbitration which is commenced on or after that… more

Arbitral Authority, Arbitration, Arbitration Awards, Dispute Resolution, International Arbitration

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Mario Jacovides

Covid-19 coronavirus: Legal ramifications in asset finance

Financiers, lessees, borrowers and sponsors in the asset finance sector are feeling the detrimental impact of Covid-19 on their business. This note examines some of the legal issues faced by the parties and how they might manage… more

Contract Terms, Coronavirus/COVID-19, Financial Services Industry, Force Majeure Clause, UK

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Gauthier Jacqmin

The EU proposes to ban Russian gas

In accordance with the EU’s plan to achieve full energy independence from Russia, the European Commission (“Commission”) has, on May 6, 2025, unveiled the Repower Roadmap.1Under the terms of this proposal, imports of Russian gas… more

Economic Sanctions, Energy Policy, Energy Sector, EU, European Commission

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Kamar Jaffer

Global trends in private markets: Spotlight on the Middle East 2025

The global private markets landscape is undergoing a profound transformation, marked by rapid growth, heightened competition, and a wave of innovation that is reshaping investment strategies and fund structures. Private… more

Capital Markets, EU, Financial Markets, Global Market, Investment

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Stephen Jaggs

Developments in sanctions targeting Myanmar

Following the military coup in Myanmar on February 1, 2021, the U.S., UK and EU have imposed a range of sanctions targeting individuals and entities affiliated with the Burmese military… more

Biden Administration, Burma, Executive Orders, Myanmar, Office of Foreign Assets Control (OFAC)

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Grace Jamgochian

M&A Watch: 'Ordinary Course of Business’ During Not-So-Ordinary Times

On December 8, 2021, the Delaware Supreme Court upheld the Delaware Court of Chancery’s decision that Mirae Asset Financial Group (“Mirae”) was excused from closing a $5.8 billion acquisition of luxury hotels because the… more

Board of Directors, DE Supreme Court, Dismissals, Fiduciary Duty, Ordinary Course of Business Defense

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Kamil Jankielewicz

2024 Year in Review: A&O Shearman ENRI Practice

In 2024, the ENRI team at A&O Shearman completed a series of significant transactions, highlighting our commitment to advancing the renewable energy sector. Here are some of the key deals we advised on this past… more

Climate Change, Energy Projects, Energy Sector, Environmental Social & Governance (ESG), Financing

See all updates »

Tomas Janousek

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

See all updates »

Sigrid Jansen

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

See all updates »

Philip Jarvis

UK guidance on acquisitions and increases in control in PRA and FCA authorised firms

The UK financial services regulators, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA), have recently set out their final policy on the assessment of acquisitions and increases in control of PRA… more

Acquisitions, Corporate Governance, EU, Final Rules, Financial Conduct Authority (FCA)

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Malgorzata Jastrzebska

2024 year in review: A&O Shearman Real Estate practice

Throughout 2024, our leading real estate practice has solidified its presence in the Polish market. We have supported our clients in numerous high-profile transactions, reflecting our expertise and unwavering commitment to… more

Acquisitions, Asset Management, Investment, Investment Funds, Joint Venture

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Brian Jebb

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Peter Jedinak

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

See all updates »

David Jenaway

First debarment and suspension regime introduced in Australia: what you need to know

The state of Western Australia (WA) has introduced Australia’s first debarment and suspension regime. It establishes grounds and processes through which the WA government can work with suppliers to improve their business… more

Australia, Criminal Convictions, Federal Contractors, Suspensions & Debarments

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Zoë Jensen

Executive directors “knowingly concerned” in bank’s breach of the UK listing rules

The UK Upper Tribunal (Tax and Chancery) has upheld the Financial Conduct’s Authority’s (FCA) decision to take action against two former executives of a bank for being “knowingly concerned” in the bank’s breach of the listing… more

Banking Sector, Corporate Executives, Corporate Governance, Enforcement Actions, Financial Conduct Authority (FCA)

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Jieni Ji

AI in healthcare: Legal and ethical considerations in this new frontier

Can human beings cure all diseases in our lifetime? For centuries, humanity has strived to cure diseases. With the advent of Artificial Intelligence (AI), the dream of a disease-free world seems more attainable than ever before… more

Artificial Intelligence, Bias, Compliance, Data Privacy, Data Protection

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Jane Jiang

China passes provisions to relax the cross-border data transfer regime

China has passed provisions which relax the current cross-border data transfer mechanisms. This comes as welcome news to the international business community, especially those with the need to export data from China in the… more

China, Cross-Border Transactions, Cybersecurity, Data Privacy, Data Protection

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Emma Jing

More than a leap of good faith to override express terms

A relational contract containing a duty to act in good faith could not be implied to contradict express termination provisions… more

Commercial Contracts, Contract Disputes, Contract Interpretation, Contract Terms, Good Faith

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Viola Jing

Insolvency vs Arbitration – Privy Council’s revival of the “Established Approach”

How does an arbitration clause, or an exclusive jurisdiction clause in favour of foreign courts, affect insolvency proceedings? The effect of an arbitration clause, or an exclusive jurisdiction clause in favour of foreign… more

Banks, BVI Business Companies, Countervailing Duties, EU, Financial Institutions

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Matthew Johnson

Miners explore next-gen joint ventures in pursuit of sustainability

The mining industry’s largest players are exploring cross-sector alliances to advance innovation programs and achieve sustainability goals. Matthew Johnson, Lachlan Poustie and Cynthia Urda Kassis ask which key elements should… more

Clean Energy, Climate Change, Energy Sector, Environmental Policies, Environmental Social & Governance (ESG)

See all updates »

Elaine Johnston

The Trump era DOJ and FTC: a return to merger remedies

This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement is… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Department of Justice (DOJ), Enforcement Actions

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Nikki Johnstone

The continuing journey towards buy now, pay later regulation

One could be forgiven, amidst the noise and glamour of the Leeds Reforms and the Mansion House speech, for having missed the snappily titled Financial Services and Markets Act 2000 (Regulated Activities etc.) (Amendment) Order… more

Buy Now Pay Later (BNPL), Compliance, Consumer Protection Laws, Disclosure Requirements, Financial Conduct Authority (FCA)

See all updates »

Tom Jokelson

Is life returning to the private equity exit market?

Following a period in which financial sponsors have struggled to realize an acceptable prices for their assets, signs point towards a brighter outlook for 2025. At the start of 2024 private equity firms were hoping that… more

Acquisitions, Association of Southeast Asian Nations (ASEAN), Australia, Capital Markets, Corporate Governance

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Aaron Jones

The English representative action regime is back… but for how long?

In refusing to strike out a representative action, the High Court has breathed renewed life into the regime. The landscape of English collective proceedings may be rising from the ashes: Commission Recovery v Marks & Clerk LLP… more

Intellectual Property Protection, Patents, Trademarks, UK

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Austin Jones

IRS creates a standardized Section 83(b) Election form

On November 7, 2024, the U.S. Internal Revenue Service (the IRS) released Form 15620,1 which standardizes elections under section 83(b) of the Internal Revenue Code of 1986, as amended (the “Code,” and such elections, “Section… more

Internal Revenue Code (IRC), IRS, Regulatory Requirements, Revenue Procedures, Tax Reform

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Rhiannon Jones

Combatting payment account fraud: Australia’s Scams Prevention Framework

On February 13, 2025, Australia passed legislation implementing its Scams Prevention Framework (SPF) aimed at protecting Australian consumers from scams. The design of the SPF was informed by a previous consultation which ran… more

Australia, Banks, Digital Platforms, Enforcement Actions, Financial Services Industry

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Seth Jones

Global M&A Insights Q4 2024

Welcome to the latest edition of M&A Insights, where we bring together partners from across the A&O Shearman network to explore the themes shaping global dealmaking. The election of Donald Trump as President is expected to… more

Acquisitions, Artificial Intelligence, Banking Sector, Buyers, CFIUS

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India Jordan

Disputes 101 – What can’t you agree to do in your contract?

Beware of a penalty shoot-out - The rule against penalties is rooted in public policy, aiming to prevent contractual provisions that punish the breaching party rather than protecting the interests of the innocent party. The… more

Breach of Contract, Contract Disputes, Contract Terms, Damages, Dispute Resolution

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Liva Juna-Orleane

A Step Towards Removing the Red-Tape For Europe’s Green Hydrogen Sector

On September 14, 2022, the European Parliament (the Parliament) adopted its position on revised amendments to the Renewable Energy Directive (Recast) 2018 (RED II), amongst other things, proposing requirements for renewable… more

Carbon Emissions, Clean Energy, Climate Change, Electricity, Energy Projects

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Elizabeth June

Pharma company challenges the US False Claims Act: what’s at stake for whistleblowers and government enforcement?

A pharmaceutical company is currently appealing a record USD1.6 billion judgment in the US, arguing that a key part of the US False Claims Act (FCA) is unconstitutional. This case, now before the Court of Appeals for the Third… more

Appeals, Constitutional Challenges, Enforcement Actions, False Claims Act (FCA), Government Agencies

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Dr. Carlotta Jung-Arras

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Daniel Kachmar

Government Releases Final Tax Regulations on the Transition from Interbank Offered Rates

On December 30, 2021, the U.S. Department of the Treasury (“Treasury”) and the Internal Revenue Service (IRS) released a pre-publication version of final regulations (Treas. Reg. § 1.1001-6) addressing the principal tax… more

Corporate Taxes, Financial Conduct Authority (FCA), Income Taxes, IRS, Libor

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Teresa Kaczynska-Kochaniec

Covid-19 coronavirus: competition and consumer protection in Poland

The new Polish Anti-Crisis Shield legislation, being the response to the Covid-19 crisis, introduces significant changes to competition law and consumer protection. Below we summarise what these newly implemented measures might… more

Antitrust Provisions, Competition, Coronavirus/COVID-19, Poland

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Noparat Kaewsringarm

Allen & Overy and Standard Chartered launch guide to payment regulations in Asia

Allen & Overy and international banking group Standard Chartered have today launched the first Guide to Payment Regulations for corporates and fintech customers navigating the evolving payments landscape in eight key markets in… more

Asia, Banking Sector, Banks, Capital Markets, China

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Tomas Kafka

Changes to Czech Law: Implementation of the Covered Bond Directive

In April 2022, a bill amending the Czech Act No.190/2004 Coll., on Bonds, as amended (the Czech Act on Bonds) passed the legislative process (the CBD Amendment)… more

Banking Sector, Banks, Covered Bonds, Czech Republic

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Nadine Kämper

The Financing for the Future Act: Reforms for German ECM transactions

The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - The… more

Capital Markets, EU, Financial Institutions, Germany, Initial Public Offering (IPO)

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Joseph Kamyar

Minority investments: How to use corporate venturing for strategic gain

Corporate venturing – acquiring minority stakes in smaller, often high-growth or disruptive enterprises – can be a very effective tool for large, established companies looking to accelerate the digital transformation of their… more

Investment, Investors, Startups, Venture Capital

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Sydney Kane

The Book Minimum Tax, Pillar 2 and Creditable Foreign Income Taxes

As discussed in our alert earlier this week, the recently announced proposed reconciliation package—the Inflation Reduction Act of 2022, H.R. 5376 (the “Bill”)—would impose a new 15% minimum tax on the adjusted financial… more

Business Taxes, Foreign Investment, Income Taxes, International Tax Issues, IRS

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Dil-veer Kang

The continuing journey towards buy now, pay later regulation

One could be forgiven, amidst the noise and glamour of the Leeds Reforms and the Mansion House speech, for having missed the snappily titled Financial Services and Markets Act 2000 (Regulated Activities etc.) (Amendment) Order… more

Buy Now Pay Later (BNPL), Compliance, Consumer Protection Laws, Disclosure Requirements, Financial Conduct Authority (FCA)

See all updates »

Aditi Kapoor

A&O’s secondees support refugees fleeing Ukraine with pro bono legal advice

In the months following the invasion of Ukraine, a group of law firms and NGOs worked together to mobilise a collaborative pro bono response to assist Ukrainian refugees in Poland. The outcome was the joint secondment programme… more

Client Services, Law Firm Associates, Law Firm Partners, Law Practice Management, Pro Bono

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Denise Kara

Navigating consent: emerging trends in children's data privacy across APAC

The Asia-Pacific (APAC) region has experienced a significant increase in internet usage among children, fueled by widespread access to smartphones, affordable data plans, and digital platforms. While this digital transformation… more

Asia Pacific, Consent, Data Privacy, Data Protection, New Legislation

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George Karafotias

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

See all updates »

Valeska Karcher

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

See all updates »

Sachin Karia

Nine key takeaways from the UAE's new Hydrogen Strategy

The UAE published its long-awaited hydrogen strategy last week, aiming to outline the key steps needed to position the UAE as a top global producer of low carbon hydrogen by 2031 and to support the UAE’s announced target of net… more

Carbon Emissions, Clean Energy, Clean Power Plan, Climate Action Plan, Climate Change

See all updates »

Afsha Karim

Sustainable lending – a growing role for Islamic finance and Middle Eastern financiers

The aims of ESG investing and Islamic Finance structures are already closely – though not perfectly – aligned. Middle Eastern governments are looking to diversify away from oil and gas. This, Samer Eido and Afsha Karim explain,… more

Climate Change, COP, Environmental Social & Governance (ESG), Financial Institutions, Financial Services Industry

See all updates »

Alexandra Kasper

Texas District Court ESG ruling has broader implications for ERISA plan fiduciaries

On January 10, 2025, the U.S. District Court for the Northern District of Texas (the “Court”) held, in Spence v. American Airlines, Inc., that American Airlines (“American”) and the American Airlines Employee Benefits Committee… more

Corporate Governance, Employee Benefits, Employee Retirement Income Security Act (ERISA), Environmental Social & Governance (ESG), Fiduciary Duty

See all updates »

Cynthia Urda Kassis

Miners explore next-gen joint ventures in pursuit of sustainability

The mining industry’s largest players are exploring cross-sector alliances to advance innovation programs and achieve sustainability goals. Matthew Johnson, Lachlan Poustie and Cynthia Urda Kassis ask which key elements should… more

Clean Energy, Climate Change, Energy Sector, Environmental Policies, Environmental Social & Governance (ESG)

See all updates »

Dimitrios Katsikis

Singapore international arbitration centre releases new set of rules

The Singapore International Arbitration Centre (SIAC) has published the 7th edition of its arbitration rules, which will come into effect on 1 January 2025, and will apply to any arbitration which is commenced on or after that… more

Arbitral Authority, Arbitration, Arbitration Awards, Dispute Resolution, International Arbitration

See all updates »

Rena Katsuyama

Excessive Pricing, ‘Pay-For-Delay’ and Rebates: A New Era of Enforcement in the Pharmaceutical Industry

The European Commission (EC) and other national competition authorities (NCAs) have traditionally shied away from investigating allegations of excessive pricing and appearing as price regulators. Commissioner Vestager warned… more

Abuse of Dominance, Actavis Inc., Antitrust Investigations, Court of Justice of the European Union (CJEU), EU

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Erin Kaufman

Pipeline Infrastructure Developers Face Changing Legal Landscape

As America’s pipeline infrastructure has grown in recent years, project developers have encountered new and significant legal challenges from environmental groups, landowners, state governments, and others. Several recent… more

Energy Sector, FERC, Natural Gas Act, Oil & Gas, Pipelines

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Ishmeet Kaur Sikka

What the FCA’s Business Plan and Strategy really means: collection and use of data

The requirement for firms to collect and report quality data has never been more important, with the UK Financial Conduct Authority’s (FCA) outcome driven strategy looking to rely on firm data to realise its plans. In this post… more

Data Collection, Financial Conduct Authority (FCA), Financial Services Industry, Prudential Regulation Authority (PRA), UK

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Tomasz Kawczynski

2024 Year in Review: A&O Shearman ENRI Practice

In 2024, the ENRI team at A&O Shearman completed a series of significant transactions, highlighting our commitment to advancing the renewable energy sector. Here are some of the key deals we advised on this past… more

Climate Change, Energy Projects, Energy Sector, Environmental Social & Governance (ESG), Financing

See all updates »

Emma Keeling

Data (Use and Access) Act gets Royal Assent

On June 19 2025, the Data (Use and Access) Act (DUA Act) received Royal Assent, having passed both Houses of Parliament on June 11 2025. The Data (Use and Access) Bill was first introduced in the House of Lords on October 23… more

Corporate Counsel, Data Privacy, Data Protection, Information Commissioner's Office (ICO), New Legislation

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Arnold Keizer

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Louise Kellaway

The Register of Overseas Entities – what the real estate industry needs to know - May 2025

Any overseas entity acquiring a Qualifying Estate must register on the Register of Overseas Entities (ROE). The ROE opened for registrations on August 1, 2022. Since September 5, 2022, an overseas entity that is not registered… more

Beneficial Owner, Corporate Transparency Act, Criminal Prosecution, Disclosure Requirements, Filing Requirements

See all updates »

Danielle Kendall

To deliver change, regulation must respect the efficiency of the debt capital markets

Excessive rigidity has the potential to drive away issuers. Authorities focused on delivering Net Zero must therefore design rules with this in mind… more

Association of Southeast Asian Nations (ASEAN), Capital Markets, Debt Market, EU, Financial Conduct Authority (FCA)

See all updates »

Olivia Kendall-Martin

A smarter regulator – the FCA’s shift in approach

The UK Financial Conduct Authority (FCA) has set out its commitment to “become a smarter regulator” – one that is predictable, purposeful and proportionate. This may have been well received by firms, especially since, tonally at… more

Enforcement, Enforcement Actions, Financial Conduct Authority (FCA), Financial Regulatory Reform, Financial Services Industry

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Jeremy Kennedy

Key Considerations for Midstream Contracts in a Low-Price and Low-Demand Environment

Last month, West Texas Intermediate crude dropped below $0.00 for the first time in history after weeks of low global oil demand as a result of the novel Coronavirus (COVID-19) pandemic and the Saudi Arabia-Russia price war… more

Coronavirus/COVID-19, Energy Sector, Oil & Gas, Oil Prices, Supply and Demand

See all updates »

Erika Kent

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Pien Kerckhaert

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

See all updates »

Franz Kerger

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

See all updates »

Derek Kershaw

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

See all updates »

Jessica Kerslake

UK Pensions: DC trustee agenda update—August 2025

Welcome to our monthly update on current legal issues for trustees of DC pension schemes, designed to help you stay up to date with key developments between trustee meetings and to support the legal update item on your next… more

Defined Benefit Plans, Defined Contribution Plans, Employer Liability Issues, Legislative Agendas, New Legislation

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Rayan Keyrouz

Russia’s Invasion of Ukraine: Impact on European Energy Markets and Disputes

The military assault Russia launched against Ukraine on February 24, 2022 has been a destabilizing event of historic magnitude, its humanitarian, political and economic impacts reverberating far beyond the borders of Russia and… more

Economic Sanctions, Energy Market, Energy Sector, EU, Foreign Policy

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Sadia Khan

A new sustainable finance champion – demystifying the Community Investment Tax Relief (CITR) for institutional investors

In 2003, the UK Government introduced the CITR scheme to provide private investors with a significant tax incentive to finance enterprises within disadvantaged communities through accredited CDFIs. Whilst a similar scheme is now… more

Community Development Financial Institution (CDFI), EU, Investment, Investment Management, Investors

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Sonia Khandekar

US, EU And UK Increase Pressure on Russia with Further Sanctions

Since late February 2022, the United States (U.S.), the European Union (EU) and its member states, the United Kingdom (U.K.), and many others—including Japan, Australia, New Zealand, Taiwan and Canada—have imposed sweeping new… more

Asset Freeze, Belarus, Blocking Sanctions, Cryptocurrency, Economic Sanctions

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Oleg Khomenko

Term SOFR: six months on

In May 2022 we reported that where Term SOFR was being used widely in U.S. loans; its use in other markets was more limited. Six months on, how has the picture changed?… more

Alternative Reference Rates Committee (ARRC), Banking Sector, Benchmarks, Interest Rates, Libor

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Teresa Khoo

U.K. regulators seek to improve margin requirements for non-centrally cleared OTC derivatives

The U.K. Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA) recently launched a joint consultation on proposed amendments to the margin requirements for non-centrally cleared derivatives.1… more

Derivatives, European Securities and Markets Authority (ESMA), Exemptions, Financial Conduct Authority (FCA), Margin Requirements

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L. Kieran Kieckhefer

Update on Key Patent Court Scheduling Adjustments in View of COVID-19

COVID-19 has taken an unprecedented toll on the United States and the world at large. It has impacted nearly every facet of both professional and personal life and, with that, the patent landscape, too—especially as it pertains… more

Coronavirus/COVID-19, International Trade Commission (ITC), Patent Litigation, Patents, USPTO

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Lena Kiely

The GENIUS Act: Transforming U.S. Stablecoin Regulation

On July 18, 2025, President Trump signed into law the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUS Act”), establishing the first U.S. statutory federal regulatory framework for payment… more

Anti-Money Laundering, Banking Sector, Compliance, Digital Assets, FDIC

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Rachel Kim

The SEC’s Final Climate Disclosure Rules

On March 6, 2024, almost two years after its originally proposed rules, the Securities and Exchange Commission (SEC) adopted final rules relating to the enhancement and standardization of climate-related disclosures. While the… more

Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Naomi King

USD LIBOR panel has ceased…what now?

June 30th has passed and one-, three- and six-month USD LIBOR settings have ceased to be published. As confirmed by the FCA on 3 April 2023, the ICE Benchmark Administration (IBA) has begun publishing non-representative… more

Banking Sector, Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Financial Markets

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Godfried Kinnegim

OECD Pillars: Full steam ahead

2023 is set to be a year of change for the global tax landscape. After many years of negotiation, development and consultation, implementation of the OECD’s Pillar One and Pillar Two reforms to international taxation is now well… more

Corporate Taxes, International Tax Issues, OECD, Tax Rates, Tax Reform

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Déborah Kirmann

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Barnabas Kiss

Updates to the Hungarian Merger Control Regime

Significant changes to Hungarian merger control rules will enter into force in early 2023. Most changes are intended to reduce red tape and increase flexibility. They include an increase to the “hard” turnover thresholds, a… more

Competition, Competition Authorities, Hungary, Merger Controls, Mergers

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Julian Kisslinger

Luxembourg Employment Law: Top 10 Topics for 2024

Please find below a concise summary of our top 10 topics to watch out for in 2024, with some practical tips and recommendations on how to prepare and respond effectively to these challenges and opportunities… more

Artificial Intelligence, Collective Bargaining, Corporate Culture, Employee Benefits, Employer Liability Issues

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Dennis Kitt

Securities Enforcement 2015 Year-End Review

The Securities and Exchange Commission (the SEC or the Commission) filed a record 807 enforcement actions in fiscal year 2015, 52 more than it filed in 2014. It also set a record by obtaining approximately $4.2 billion in… more

Administrative Hearings, Chief Compliance Officers, Cybersecurity, Enforcement Statistics, Insider Trading

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Benjamin Klebanoff

Securities Enforcement: 2016 Mid-Year Review

The Securities and Exchange Commission (the SEC or the Commission) brought over 400 enforcement actions in the first half of 2016 and is on pace to surpass its record of 807 enforcements actions in a single fiscal year, which it… more

Administrative Proceedings, Books & Records, Broker-Dealer, Chief Compliance Officers, Cooperation

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Aleksandra Deszynski

Covid-19 coronavirus: Komisja Europejska przyjmuje tymczasowe ramy srodków pomocy panstwa w kontekscie trwajacej epidemii

Komisja Europejska (Komisja) przyjela tymczasowe ramy srodków pomocy panstwa w kontekscie trwajacej epidemii Covid-19 coronavirus, które maja na celu wskazania dopuszczalnych srodków pomocy panstwa dla przedsiebiorców, glównie… more

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Christian Klöpfer

EMIR 3 – the active account requirement

The latest revisions to the European Market Infrastructure Regulation (known as EMIR 3)1 brought about numerous changes affecting cleared markets, with potential impacts both within and outside the EU. Among these is the… more

Compliance, Derivatives, EMIR, EU, European Securities and Markets Authority (ESMA)

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Dr Rüdiger Klüber

Hydrogen update Germany - new regulatory and market developments

Exciting times for hydrogen market participants in Germany – in the last months, a variety of new regulatory instruments and policy initiatives have been announced which will boost the ramp-up of the hydrogen economy in Germany… more

Climate Change, Electricity, Energy Projects, Energy Sector, Environmental Policies

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Natalie Ko

Corporate Governance & Executive Compensation Survey 2021 - 19th Annual Survey of the 100 Largest U.S. Public Companies

Today, Shearman & Sterling released its 19th annual Corporate Governance & Executive Compensation Survey, which finds that the boards of directors of the largest 100 U.S. companies have maintained their strong focus on… more

Board of Directors, Climate Change, Corporate Governance, Corporate Management, Corporate Social Responsibility

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Kyle Koh

USD LIBOR panel has ceased…what now?

June 30th has passed and one-, three- and six-month USD LIBOR settings have ceased to be published. As confirmed by the FCA on 3 April 2023, the ICE Benchmark Administration (IBA) has begun publishing non-representative… more

Banking Sector, Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Financial Markets

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Alexandre Köhler

The European Court of Justice Resurrects an Old Tool to Tackle Below Threshold Mergers

Overview - - The European Court of Justice (CJEU) brought back to life an old theory which allows acquisitions, which fall below EU and national merger control thresholds, to be challenged post-completion under abuse of… more

Competition, EU, European Commission, European Court of Justice (ECJ), Merger Controls

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Agnieszka Kolasinska

Changes to foreign investment control in Poland signal a shift in approach

On July 24, 2025, amendments to Poland’s investment control regime entered into force. Notably, the temporary foreign direct investment (FDI) provisions introduced in response to the COVID-19 pandemic in 2020 have now become… more

Acquisitions, Competition Authorities, Coronavirus/COVID-19, Critical Infrastructure Sectors, EU

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Renatus Kollar

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Hitomi Komachi

Emerging Asia powering ahead with decarbonisation agenda

Asia is at the forefront of the global challenge to balance economic development, climate adaptation and mitigation, and energy security. The region is diverse, dynamic and pragmatic, facing both the risks and opportunities of… more

Asia, Australia, Aviation Industry, Carbon Emissions, China

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Attila Komives

EU Foreign Subsidy Regulation: General Court refuses to suspend EC request for mailboxes located in China

In the context of a dawn raid under the EU Foreign Subsidy Regulation (FSR), the EU General Court (GC) has refused to suspend the European Commission (EC)’s request to access employees’ mailboxes located in China… more

Antitrust Division, China, EU, European Commission, Foreign Subsidies

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Angeliki Kontodimos

Amendments to Luxembourg laws to implement MiCAR and TFR: key takeaways and impact on VASPs

On 21 May 2024, a bill of law n° 8387 was introduced before the Luxembourg Parliament. Its objective is to amend several pieces of Luxembourg legislation to operationalise various European regulations, in particular Regulation… more

Amended Legislation, Cryptoassets, Cryptocurrency, EU, Financial Services Industry

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Arash Koozehkanani

Update: Asymmetrical jurisdiction clauses in the onshore UAE

The onshore Dubai Court of Cassation (Commercial Appeal No. 735 of 2024, dated October 29, 2024) has held that a unilateral option to arbitrate, included within an asymmetrical jurisdiction clause, did not constitute a binding… more

Arbitration Agreements, Commercial Litigation, Court of Cassation, Dispute Resolution, Dubai

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Dalila Korchane

CNIL requests public comments on draft recommendations on the use of tracking pixels in emails

On June 12 2025, the French supervisory authority (CNIL) requested public comments on the draft recommendations on the use of tracking pixels in emails (Draft Recommendations)… more

CNIL, Consent, Data Privacy, Data Protection, France

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Todd Koretzky

Anti-net short provisions in syndicated credit facilities

Following Windstream Holdings Inc.’s court battle with one of its bondholders, and its subsequent bankruptcy filing, new credit agreement terms have begun to appear in the U.S. syndicated loan market. Referred to as… more

Borrowers, Financial Institutions, Investors, Lenders, Syndicated Loans

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Matej Kosalko

Covid-19 coronavirus and businesses in Slovakia: force majeure

The coronavirus has a serious impact on the world’s economy and people’s social lives. Closures of factories and ports, restrictions on transport of goods and workers, a declining demand in energy and reduction of public… more

Coronavirus/COVID-19, Force Majeure Clause, Infectious Diseases, Slovakia

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Alfred Kossmann

Foreign Investment Review in Europe: Key Considerations for Investors and Latest Developments Prompted by COVID-19

Global foreign direct investment (FDI) amounted to 1,426 billion USD in 2019. In recent years, a number of countries around the world have implemented measures to strengthen their FDI review mechanisms. Undoubtedly, this… more

EU, Foreign Direct Investment, Foreign Investment

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Grzegorz Kostrzewa

Poland post-regime change: shifting enforcement approaches to state-owned enterprises and their business partners

There was significant legal and regulatory scrutiny across both private and state-owned sectors in Poland in 2024, focusing on business fraud, sanctions compliance, money laundering, and bribery. State-owned enterprises,… more

Anti-Money Laundering, Corporate Misconduct, Corruption, Economic Sanctions, Enforcement Actions

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Khush Kotecha

Inquiries at the Olympics: the shifting podium of Olympic medals

The Olympic Games have long been a stage for iconic triumphs, where the essence of celebration has persisted even as the sports themselves have undergone significant transformations following technological advancements such as… more

Arbitration, Artificial Intelligence, Court of Arbitration for Sport (CAS), Dispute Resolution, Olympics

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Jake Kotler

Laying a New Foundation – New FTC and DOJ Merger Guidelines Seek to Advance Biden Administration’s Aggressive Enforcement Vision

In the nearly three years since President Biden took office, it has become clear that his Administration has sought to develop an “inflection point” for antitrust enforcement. Speeches by new leadership at both the U.S… more

Antitrust Division, Antitrust Litigation, Antitrust Provisions, Antitrust Violations, Biden Administration

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Adam Kowalczyk

Whistleblowing: ensure programs are fit for 2025

Whistleblowing has become an increasingly critical aspect of corporate governance and compliance, especially for multinational companies operating across diverse legal and regulatory landscapes. We see increased efforts by… more

Artificial Intelligence, CFTC, Compliance, Corporate Governance, Cross-Border

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Dr Hartmut Krause

Public M&A in Germany

We are pleased to present our latest analysis on the public M&A market in Germany for 2024. This comprehensive report, prepared by A&O Shearman, provides an in-depth overview of the market developments and key trends, including… more

Acquisitions, Germany, Merger Agreements, Mergers, Publicly-Traded Companies

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Adella Kristi

Indonesia toll road update

Law No 38 of 2004 on Roads was amended on 12 January 2022 by Law No 2 of 2022 (the Road Law) and we have identified three changes which impact investment in the toll road sector. One is relating to tariff, the other on… more

Indonesia, Infrastructure, Roads, Toll Roads

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Dr Astrid Krüger

The M&A Landscape in 2022: A global picture

Global M&A markets recorded another year of extraordinary growth in 2021 with transaction values soaring to a new record high of nearly USD6 trillion. As 2022 begins, we examine what underpinned that growth and ask if it can… more

Acquisitions, CFIUS, Foreign Direct Investment, Foreign Investment, Initial Public Offering (IPO)

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Celina Kuhn

UPC Ruling on amendment of counterclaims in patent revocation

Sunstar Engineering Europe GmbH v. Ceracon GmbH, Mannheim Local Division, June 6, 2025 (UPC_CFI_745/2024) The UPC has recently clarified its strict approach to amending counterclaims for revocation in patent litigation. The… more

Counterclaims, Jurisdiction, Litigation Strategies, Patent Infringement, Patent Invalidity

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Maciej Kulawik

What Does 2025 Hold for the Global Minimum Tax (Pillar Two)?

Rewriting the international tax framework to introduce a Global Minimum Tax (also known as Pillar Two) was always going to be a battle against the odds. However, despite various obstacles and setbacks, we closed out 2024 with… more

Corporate Taxes, EU, International Tax Issues, OECD, Pillar 2

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Bénédicte Kurth

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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MaameYaa Kwafo-Akoto

Great Fund Insights: ESMA Guidelines on funds’ names: Tell me your fund name, I’ll tell you your fund strategy

On 14 May 2024, ESMA published its final guidelines on funds’ names using ESG or sustainability-related terms (the Guidelines). As a result, the use of certain environmental, social and governance (ESG) or… more

Alternative Investment Fund Managers Directive (AIFMD), Asset Management, Closed-End Funds, Environmental Social & Governance (ESG), EU

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Kenny Kwan

A bold shot in the arm for Singapores Equities Markets

The Equities Market Review Group has issued its first set of measures to strengthen the competitiveness of Singapore’s equities markets. The measures seek to (1) increase investor demand and the supply of quality listings on the… more

Capital Markets, Corporate Governance, Disclosure Requirements, Financial Services Industry, Investment

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Ruby Kwok

Hong Kong passes its first Cybersecurity Law to safeguard critical infrastructure

Hong Kong’s Legislative Council passed the Protection of Critical Infrastructures (Computer Systems) Bill (the “CI Bill”) on March 19, 2025. This landmark legislation aims to enhance cybersecurity and minimize disruptions caused… more

Compliance, Cybersecurity, Data Security, Enforcement Actions, Hong Kong

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Shuhui Kwok

A bold shot in the arm for Singapores Equities Markets

The Equities Market Review Group has issued its first set of measures to strengthen the competitiveness of Singapore’s equities markets. The measures seek to (1) increase investor demand and the supply of quality listings on the… more

Capital Markets, Corporate Governance, Disclosure Requirements, Financial Services Industry, Investment

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Emiliano La Sala

MiCAR under the microscope - Part 7: Prudential and capital requirements for issuers of ARTs and CASPs

In this edition of our "MiCAR under the microscope" series, we examine the prudential requirements, with a specific focus on the capital requirements that are applicable to issuers of ARTs and EMTS and CASPs under Regulation… more

Capital Markets, Compliance, Cryptocurrency, Digital Assets, EU

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Benjamin Lacourt

Great Fund Insights: ESMA Guidelines on funds’ names: Tell me your fund name, I’ll tell you your fund strategy

On 14 May 2024, ESMA published its final guidelines on funds’ names using ESG or sustainability-related terms (the Guidelines). As a result, the use of certain environmental, social and governance (ESG) or… more

Alternative Investment Fund Managers Directive (AIFMD), Asset Management, Closed-End Funds, Environmental Social & Governance (ESG), EU

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Daniel Laguardia

Delaware Court of Chancery finds that stockholder ratification following adverse judgment does not absolve findings of breach of fiduciary duty

Subsequent to the post-trial opinion by Chancellor McCormick in January 2024, Tesla appointed a new independent director to serve on a newly created independent committee, which issued a report recommending that stockholders… more

Breach of Duty, Elon Musk, Fiduciary Duty, Independent Directors, Post-Trial Order

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Jai Lakhani

SEC Mandates New Cybersecurity Disclosures

On July 26, 2023, the SEC adopted final rules that require public companies to promptly disclose material cybersecurity incidents on Form 8-K and detailed information regarding their cybersecurity risk management and governance… more

Cyber Attacks, Cybersecurity, Data Breach, Data Protection, Data Security

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Luc Lamblin

European Commission Urges Member States to Review Outbound Investments in Three Key Technology Areas

On January 15, 2025, the European Commission (EC) issued a Recommendation (the Recommendation) urging European Union (EU) Member States to scrutinize their companies' investments in non-EU countries (also referred to as outbound… more

Artificial Intelligence, EU, European Commission, Foreign Investment, Investment

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Naffie Lamin

COVID-19: Derivatives Implications

The outbreak of the novel coronavirus COVID-19 has implications for derivatives contracts. For example, some companies are asserting that the reported disruptions in the global supply-chain and travel restrictions constitute a… more

Business Interruption, Contract Terms, Coronavirus/COVID-19, Cross-Border Transactions, Derivatives

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Emma Lancelott

EMIR 3 – the active account requirement

The latest revisions to the European Market Infrastructure Regulation (known as EMIR 3)1 brought about numerous changes affecting cleared markets, with potential impacts both within and outside the EU. Among these is the… more

Compliance, Derivatives, EMIR, EU, European Securities and Markets Authority (ESMA)

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Taylor Landry

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Max Landshut

Germany’s upcoming new government – what to expect in the climate and energy sector

After the German federal government break-up in November 2024 and the new elections in February 2025, the political parties – Christian Democratic Union of Germany (CDU)/ Christian Social Union in Bavaria (CSU) and Social… more

Climate Change, Energy Policy, Energy Sector, Energy Storage, Environmental Social & Governance (ESG)

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Catherine Lang-Anderson

Term SOFR: six months on

In May 2022 we reported that where Term SOFR was being used widely in U.S. loans; its use in other markets was more limited. Six months on, how has the picture changed?… more

Alternative Reference Rates Committee (ARRC), Banking Sector, Benchmarks, Interest Rates, Libor

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Mark Lanpher

Pharma company challenges the US False Claims Act: what’s at stake for whistleblowers and government enforcement?

A pharmaceutical company is currently appealing a record USD1.6 billion judgment in the US, arguing that a key part of the US False Claims Act (FCA) is unconstitutional. This case, now before the Court of Appeals for the Third… more

Appeals, Constitutional Challenges, Enforcement Actions, False Claims Act (FCA), Government Agencies

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Caroline Lapidus

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Robert LaRussa

CFIUS and Beyond – Navigating the Complicated Universe of Regulatory and Other Constraints Related to US National Security

The reach and authority of the U.S. government over what it considers to be national security concerns is broad, increasing and often not subject to judicial appeal. In response to mounting threats to the personal, economic and… more

CFIUS, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions, Emerging Technology Companies

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Gwyneth Lau

Committees of inspection in Hong Kong liquidations explained: Who sits at the table?

Following the making of a winding-up order by the Hong Kong Court, a provisional liquidator or a liquidator can decide whether to apply to the Hong Kong Court for appointment of certain creditors and contributories to form a… more

Beneficial Owner, Corporate Restructuring, Creditors, Debt Securities, Hong Kong

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Natalie Lau

Overcoming eDiscovery-Related Chat Data Challenges Part 5 review and disclosure

In this fifth and final post in our blog series addressing challenges related to the discovery of chat data, our eDiscovery experts continue providing practical advice for businesses when encountering chat data in… more

Antitrust Division, Artificial Intelligence, Bots, Data Collection, Databases

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Christopher LaVigne

U.S. Imposes New Russia Sanctions and Export Controls and Warns of Risk of Continued Business with Russia

On February 23, 2024, the United States imposed its largest number of new sanctions and export control designations against Russia to date—targeting over 600 individuals and entities across a wide swath of the Russian economy… more

Bureau of Industry and Security (BIS), Corporate Counsel, Economic Sanctions, Export Controls, Office of Foreign Assets Control (OFAC)

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Naomi Lawton

Trump and House Republicans take aim at the global minimum tax and domestic tax measures

Day one of the Trump administration and the impact of the new U.S. President and Republican-controlled House and Senate is being felt in many areas, including in the international tax sphere. On 20 January, President Trump… more

Corporate Taxes, Economic Sanctions, Executive Orders, International Tax Issues, OECD

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Jade Lay

"Collateral lies" do not necessarily undermine an insurance claim

An insured was not precluded from recovering under an insurance policy even though it had made a false statement during the claims process with a view to strengthening its claim. The Supreme Court in Versloot Dredging BV & anr v… more

False Statements, Insurance Fraud, Insurance Industry, Marine Insurance, UK

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Frederick Lazell

Incentivising Investment in European Renewable Hydrogen Production

The high production costs of renewable hydrogen (RH2) limit its ability to compete with alternative non-renewable fuels and technologies. This is exacerbated by a number of market failures (including failure of carbon pricing… more

Climate Change, Energy Market, Energy Sector, EU, Green Energy

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Romaric Lazerges

EU 2040 climate target and carbon credits—what’s changing?

Today, the European Commission proposed an amendment to the EU Climate Law reviewing the 2040 climate targets that first enshrined climate neutrality by 2050—and with it, a structural shift in how climate action will be measured… more

Carbon Emissions, Carbon Off-Set Credits, Climate Change, Environmental Policies, EU

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Malory Lea

Corporate Transparency Act (CTA): filing deadline stayed

On December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a preliminary injunction enjoining the U.S. Government from enforcing the CTA nationwide, determining that the CTA and the reporting rules… more

Beneficial Owner, Business Entities, Business Ownership, Corporate Transparency Act, Filing Deadlines

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Jean-Baptiste Lebelle

The world needs different

Becoming a truly diverse and inclusive organisation remains a top priority, as A&O adds disability and social mobility to its focus… more

Business Strategies, Career Development, Disabilities, Diversity, Diversity and Inclusion Standards (D&I)

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Florian Lechner

The FASTER Directive—where are we now?

After years of negotiation and technical debate, the European Union’s Faster and Safer Tax Relief of Excess Withholding Taxes Directive (“FASTER Directive”)—aimed at streamlining and harmonizing withholding tax (WHT) relief… more

Capital Markets, EU, European Commission, Financial Institutions, Investors

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Astrid Lecomte

The tender principles for the development of the Belgian offshore Princess Elisabeth Zone

The Belgian subsidy regime in support of offshore wind developments is undergoing some important changes. Very recently, through Royal Decrees of 23 May and 26 May 2023 and an amendment of the Electricity Act soon to be… more

Belgium, Energy Policy, Energy Projects, Infrastructure, Offshore Wind

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Tina LeDinh

Vietnam sets the stage for an International Financial Center

The National Assembly of Vietnam recently adopted a resolution establishing the framework for the creation, operation, monitoring and governance of an International Financial Center (IFC) in Ho Chi Minh City and Da Nang… more

Capital Markets, Digital Assets, Financial Services Industry, FinTech, Foreign Investment

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Bonn Lee

From Absolute Immunity to Restrictive Immunity - The implication of the Foreign State Immunity Law on cross-border disputes in the PRC and Hong Kong

The long-standing practice to adopt the principle of absolute foreign state immunity by the People’s Republic of China (the PRC) and Hong Kong is coming to an end as the PRC’s Foreign State Immunity Law (the FSIL) is coming into… more

Arbitration, China, Cross-Border, Foreign Sovereign Immunities Act of 1976 (FSIA), Hong Kong

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David Lee

UK energy: the UK Government introduces the eagerly awaited Planning and Infrastructure Bill

Making good on the 2024 King’s Speech promise, the Government introduced the eagerly anticipated Planning and Infrastructure Bill (the Bill) to Parliament on March 11, 2025. While retaining the bulk of the existing planning… more

Clean Energy, Energy Projects, Energy Sector, Energy Storage, Environmental Policies

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David Lee

UK energy: the new National Future System Operator and Clean Power 2030

The new UK Government has taken several recent steps in its mission to achieve security of supply of affordable clean energy. We discuss its autumn flurry of energy and infrastructure related announcements in our article New UK… more

Carbon Capture and Sequestration, Clean Energy, Energy Sector, Environmental Policies, Infrastructure

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Gina Lee

Corporate Governance & Executive Compensation Survey 2021 - 19th Annual Survey of the 100 Largest U.S. Public Companies

Today, Shearman & Sterling released its 19th annual Corporate Governance & Executive Compensation Survey, which finds that the boards of directors of the largest 100 U.S. companies have maintained their strong focus on… more

Board of Directors, Climate Change, Corporate Governance, Corporate Management, Corporate Social Responsibility

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Grace Lee

Updated New York Order Maintains Tolling - September 2020

In connection with the continued efforts of New York State to grapple with the COVID-19 pandemic, a recent order updated the emergency measures in place impacting pending and potential litigation in New York and possibly… more

Coronavirus/COVID-19, Executive Orders, Filing Deadlines, Governor Cuomo, New York

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Jean Lee

Multilaterals hold key to Net Zero transition in developing world

Development banks have crafted a range of innovative measures to support the decarbonisation of the global South – including taking over the running of coal-fired power plants… more

Clean Energy, Energy Sector, Net Zero, Power Plants, Renewable Energy

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Jessica Lee

Emerging Asia powering ahead with decarbonisation agenda

Asia is at the forefront of the global challenge to balance economic development, climate adaptation and mitigation, and energy security. The region is diverse, dynamic and pragmatic, facing both the risks and opportunities of… more

Asia, Australia, Aviation Industry, Carbon Emissions, China

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Kimberly Lee

MAS finalises its policy position on the regulation of stablecoin-related activities

The MAS has finalised its regulatory approach for stablecoin-related activities. The finalised approach is substantially similar to what was originally set out in its consultation paper on the same issued on 26 October 2022… more

Cryptocurrency, Licenses, Monetary Authority of Singapore, Regulatory Agenda, Regulatory Requirements

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Kyungwon Lee

Synopsis Of Hong Kong Stock Exchange’s New Guide For New Listing Applicants

In an effort to enable new listing applicants and their advisers to systematically and conveniently navigate all new listing-related guidance, The Stock Exchange of Hong Kong Limited (the “HKEX”) published the Guide for New… more

Capital Markets, Hong Kong, Listing Applications, Listing Rules, Stock Markets

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Lina Lee

Why are take-private deals accelerating in Singapore and Hong Kong?

A growing number of companies are delisting from public markets globally. Here we examine what’s driving activity in Singapore and Hong Kong, and explore how shifting regulatory regimes are influencing transaction… more

Acquisitions, Delisting, Hong Kong, Mergers, Private Equity

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Wayne Lee

Preferred and structured equity investments in the spotlight amid uncertain markets

Preferred equity investing is on the rise amid a search for yield and a fall in the number of high-quality assets coming to market. Here we explore the growing appeal of preferred equity instruments, outline the terms that are… more

Acquisitions, Capital Markets, Due Diligence, Financial Markets, Investment

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Gabrielle Leeman

U.S. Imposes New Russia Sanctions and Export Controls and Warns of Risk of Continued Business with Russia

On February 23, 2024, the United States imposed its largest number of new sanctions and export control designations against Russia to date—targeting over 600 individuals and entities across a wide swath of the Russian economy… more

Bureau of Industry and Security (BIS), Corporate Counsel, Economic Sanctions, Export Controls, Office of Foreign Assets Control (OFAC)

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Joyce Leemrijse

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Jason Lehner

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Devin Lei

Energy Update - April 2016

We are pleased to release the latest issue of our client newsletter, Energy Update, designed to inform clients and friends of the firm about important developments affecting US and international energy markets… more

Africa, Dispute Resolution, Energy Policy, Energy Sector, Indonesia

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Pranay Lekhi

The new space race: Managing disputes risks in a lawless and limitless environment

The dynamics of the new space race significantly increase disputes risks as space becomes more congested and the competition to get ahead intensifies. Until recently, the thought of humans reaching outer space as tourists in… more

Aerospace, Competition, Innovation, Outer Space, Public Private Partnerships (P3s)

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Esther Lemmon

What does Pillar Two mean for structured finance?

Born of the OECD’s base erosion and profit shifting (BEPS) project, the Pillar Two rules introduce a global minimum corporate tax rate of 15% on multinationals of a certain size. The reforms reflect the outcome of an… more

Capital Markets, Corporate Taxes, EU, Model Rules, OECD

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Vianney Leroux

The EU Foreign Subsidies Regulation

Impact on public procurement procedures. The EU Foreign Subsidies Regulation (FSR) was published on 23 December 2022. It will take effect on 12 July 2023 and provides for mandatory notification requirements from 12 October… more

Draft Implementation Regulations, EU, European Commission, Foreign Subsidies, Procurement Guidelines

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Piotr Lesinski

Covid-19 coronavirus: Polish regulator proposes stabilisation measures to support the banking sector

The Polish Financial Supervision Authority (the PFSA) has announced the so-called SIP (the Supervisory Impulses Package for the security and development of banks) aimed at supporting the banking sector facing the Covid-19… more

Banking Sector, Coronavirus/COVID-19, Financial Institutions, Infectious Diseases, Poland

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Ryan Leske

Antitrust in focus - November 2024

New U.S. merger control filing forms to take effect in February 2025 - Following publication in the Federal Register, the new Hart-Scott-Rodino (HSR) premerger notification forms will become effective on February 10, 2025… more

Acquisitions, Antitrust Division, Antitrust Litigation, Antitrust Provisions, Australia

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Hervé Letréguilly

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

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Tom Levine

Legal hot takes – the ECB’s Digital Euro

The Digital Euro project is the European Central Bank’s (ECB) response to the changing landscape of consumer payments, driven by the rise of cryptocurrency, payment fintechs and electronic transactions. A Digital Euro would be a… more

Central Bank Digital Currency (CBDCs), Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets

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Edward Levy

Financial Crime: The FCA’s Strategy for 2025 – 2030

In its strategy for the next five years, financial crime remains a priority for the UK Financial Conduct Authority (FCA). While the FCA acknowledges the significant efforts firms invest in their anti-financial crime systems, and… more

Anti-Money Laundering, Enforcement Actions, Financial Conduct Authority (FCA), Financial Crimes, Fraud

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Laurence Levy

ESG Update: UK Government Releases Roadmap to Sustainable Investing

The “Greening Finance” Roadmap outlines plans for new sustainability-related disclosures and implements a “Green Taxonomy” to evaluate corporate environmental behaviour and counter greenwashing… more

Business Strategies, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Andrew Lewis

FDIC Points to Management Failures in its Assessment of Signature Bank’s Downfall

On Friday, April 28, 2023, the Federal Deposit Insurance Corporation (“FDIC”) released a report titled “FDIC’s Supervision of Signature Bank” (the “Report”) providing its assessment of the failure of Signature Bank (“SBNY” or… more

Banking Sector, Banks, FDIC, Federal Reserve, Financial Institutions

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Daniel Lewis

Supreme Court’s Cornell decision sets low pleading bar for ERISA claims

In a decision poised to change the landscape of Employee Retirement Income Security Act of 1974 (“ERISA”) litigation, on April 17, 2025, the Supreme Court held in Cunningham et al. v. Cornell University et al. that a claimant… more

Class Action, Corporate Counsel, Employee Benefits, Employee Retirement Income Security Act (ERISA), Employer Liability Issues

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Dave Lewis

Impact of the One Big Beautiful Bill Act on Inflation Reduction Act Incentives

On July 4, 2025, President Trump signed into law “An Act to provide for reconciliation pursuant to title II of H. Con. Re. 14” (commonly known as the One Big Beautiful Bill Act (the “Act”)). On July 7, President Trump released… more

Clean Energy, Energy Policy, Executive Orders, Federal Budget, Legislative Agendas

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Jonathan Lewis

It Is Annual Report Time—Recent Developments and Trends for the Preparation of the 2022 Form 20-F

Foreign private issuers (“FPIs”) with a calendar year end must file their annual report on Form 20-F with the U.S. Securities and Exchange Commission (the “SEC”) no later than May 1, 2023… more

Annual Reports, Corporate Governance, Disclosure Requirements, Financial Statements, Form 20-F

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Anna Lewis-Martinez

The continuing journey towards buy now, pay later regulation

One could be forgiven, amidst the noise and glamour of the Leeds Reforms and the Mansion House speech, for having missed the snappily titled Financial Services and Markets Act 2000 (Regulated Activities etc.) (Amendment) Order… more

Buy Now Pay Later (BNPL), Compliance, Consumer Protection Laws, Disclosure Requirements, Financial Conduct Authority (FCA)

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Heidi Li

Committees of inspection in Hong Kong liquidations explained: Who sits at the table?

Following the making of a winding-up order by the Hong Kong Court, a provisional liquidator or a liquidator can decide whether to apply to the Hong Kong Court for appointment of certain creditors and contributories to form a… more

Beneficial Owner, Corporate Restructuring, Creditors, Debt Securities, Hong Kong

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Ling Li

Impact of China’s Export Control Law to M&A transactions

The PRC Export Control Law will come into effect soon on 1st December 2020. This new law makes a number of substantial changes to China’s current export control regulatory regime, indicating that the regulators may take a more… more

Acquisitions, China, Export Controls, Exports, Mergers

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Celina Liang

The rise of neutral hosts in the telco value chain

The telecommunications sector is reaching an inflection point. The capital investment required to build and upgrade telecoms networks continues to rise, while the return on investment for operators maintaining traditional,… more

Business Strategies, Competition, Infrastructure, Innovation, Investment

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Y. Jingjing Liang

New Disclosure Guidelines‘Perk-olating’

It is well known that the impact of the COVID-19 pandemic on business operations has directly affected executive compensation decision-making and related disclosures. With this backdrop, the Securities and Exchange Commission… more

Coronavirus/COVID-19, Corporate Counsel, Corporate Governance, Disclosure Requirements, Executive Compensation

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Helen Lightfoot

Legal advice privilege subject to "dominant purpose"

Claims for legal advice privilege were said to be subject to a dominant purpose test, namely whether the communication or document was brought into existence with the dominant purpose of it or its contents being used to obtain… more

Civil Aviation Authority (the CAA), Confidential Communications, Legal Advice Privilege, UK

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Doreen Lilienfeld

Florida Choice Act bolsters enforceability of noncompete and garden leave agreements

In a departure from the legislative trends in certain states to curtail post-employment restraints, the state of Florida has bucked the tide to take the most employer friendly approach to restrictive covenants. On April 24,… more

Employees, Employer Liability Issues, Employer Responsibilities, Employment Contract, Enforcement

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Gabriel Lim

New Model Clause for Parties to Designate the SICC as Supervisory Court for Singapore-Seated Arbitrations

The Singapore International Commercial Court (SICC) recently introduced a new model clause allowing parties to expressly designate the SICC as having jurisdiction over court proceedings relating to Singapore-seated international… more

Arbitration, Arbitration Agreements, Arbitration Awards, Arbitrators, Foreign Arbitration Clauses

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Wee Teck Lim

A bold shot in the arm for Singapores Equities Markets

The Equities Market Review Group has issued its first set of measures to strengthen the competitiveness of Singapore’s equities markets. The measures seek to (1) increase investor demand and the supply of quality listings on the… more

Capital Markets, Corporate Governance, Disclosure Requirements, Financial Services Industry, Investment

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Katrina Limond

The why and how of IP arbitration

Why has arbitration become a popular method for resolving IP disputes? Here, we outline when to take that option - When negotiating intellectual property contracts, parties may spend little time considering dispute resolution… more

Arbitration, Dispute Resolution, FRAND, Intellectual Property Litigation, Intellectual Property Protection

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Anchalee Limviriyalers

Tax Incentives For Qualified Treasury Centres In Thailand

In 2015, the Royal Decree on Tax Reduction (No. 586) B.E. 2558 (2015) was issued, pursuant to the Revenue Code, to provide exemption from and reduce certain types of taxation in relation to international headquarter businesses… more

Foreign Currency, Ministry of Finance, Tax Incentives, Thailand

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Oliver Linch

Legal Risk Management in a Crisis

For the first time since the last financial crisis started in August 2007, issues of systemic financial risk have come to the fore. Legal analysis, and an assessment of legal rights, obligations and liabilities, is vital for the… more

Compliance, Corporate Counsel, Regulatory Oversight

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Cedric Lindenmann

China takes the first step to regulate generative AI

Generative AI tools, such as ChatGPT, have taken the world by storm and revolutionised various industries and aspects of daily life. While many authorities around the world are still exploring how to regulate generative AI… more

Artificial Intelligence, China, Cybersecurity, Data Privacy, Data Protection

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Natasha Lindon

EMIR 3 and Clearing in the EU

Of the many aims of the EU’s latest revisions to the European Market Infrastructure Regulation (EMIR), the most controversial and intensely debated is mandating clearing at EU CCPs. Since Brexit, the EU has been concerned about… more

CCPs, Derivatives, EMIR, EU, European Commission

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Caroline Ling

Covid-19 coronavirus: opportunities for financial relief in the aviation industry under the CARES Act

This note summarizes the provisions of the CARES Act that address financial assistance for the U.S. aviation industry in the wake of the Covid-19 coronavirus. Background - On March 27, 2020 President Trump signed into law… more

Aviation Industry, CARES Act, Coronavirus/COVID-19, Financial Stimulus, Relief Measures

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Nick Lister

Petrofac restructuring plan overturned by the Court of Appeal

In this alert, we consider the Court of Appeal’s judgment setting aside Petrofac’s restructuring plan sanction order, which marks the second occasion on which the Court of Appeal has overturned a previously sanctioned plan… more

Appeals, Bankruptcy Court, Chapter 11, Corporate Governance, Corporate Restructuring

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Daniel Litowitz

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Josh Little

Conversion of shares, variation of class rights and interpretation of articles of association the Court of Appeal decision in the DnaNudge case

The Court of Appeal has upheld a High Court decision regarding the interplay between potentially conflicting provisions in a company’s articles of association. The provisions in question related to the conversion of shares and… more

Acquisitions, Appeals, Business Litigation, Corporate Governance, Investment

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Judy Little

Prevailing Wage and Apprentice Requirements for Clean Energy Tax Credits are Coming into Effect on January 29, 2023

On August 16, 2022, President Biden signed the Inflation Reduction Act (the “IRA”), which included provisions for clean energy tax and climate tax incentive credits for taxpayers – generally builders, developers and owners of… more

Biden Administration, Clean Energy, Department of Labor (DOL), Energy Projects, Inflation Reduction Act (IRA)

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Tianwei Liu

FORMS 10-K AND 20-F - Preparing for your Annual report

This guide discusses important themes and trends for the coming annual reporting season. It also includes a “housekeeping checklist” designed to assist you as you prepare your annual report. ANNUAL CYBERSECURITY… more

Annual Reports, Artificial Intelligence, Corporate Governance, Cyber Incident Reporting, Cybersecurity

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Vicki Liu

Russian invasion of Ukraine - Implications for commercial parties

The human cost of Russia's invasion of Ukraine is devastating. It is rightly the focus of attention around the globe, including for commercial parties with operations or business relationships with a Ukrainian, Russian or… more

Economic Sanctions, Export Controls, Russia, Supply Chain, Ukraine

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Alastair Livesey

United Kingdom Supreme Court Clarifies When Court Proceedings Will Be Stayed in Favour of Arbitration

The U.K. Supreme Court has recently clarified the English courts’ power under Section 9 of the Arbitration Act 1996 (“Section 9”) to stay proceedings which are properly the subject of an arbitration agreement… more

Arbitration, Arbitration Agreements, International Arbitration, International Litigation, UK

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Keren Livneh

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Stephen Lloyd

What the new private sale process regime means for private equity investors

The UK Takeover Panel (the Panel) has published a new framework for private sale processes. If you are a private equity investor considering potential P2P acquisitions after receiving initial soundings from management teams,… more

Acquisitions, Buyers, Investment Management, Investors, Mergers

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Cindy Lo

SAFE Relaxes Repatriation Restrictions under Neibaowaidai Structure

On 26 January 2017, the State Administration of Foreign Exchange (SAFE) of China released a Circular on Further Advancing the Reform of Foreign Exchange Administration and Improving the Examination of Authenticity and Compliance… more

China, Foreign Debt, Loans, NDRC, SAFE

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Melinda Lo

Hong Kong SFC proposes changes to the Takeovers Code

The Hong Kong Securities and Futures Commission (the SFC) launched a consultation on proposed amendments to the Codes on Takeovers and Mergers and Share Buy‑backs (the Codes)… more

Acquisition Agreements, China, Consultation Papers, Corporate Sales Transactions, Hong Kong

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Eileen Loebig

Dubai’s new law to regulate construction activities and encourage investment

Dubai has just issued a new law regulating construction activities in the Emirate, Law No. (7) of 2025 (the Law). The Law’s objectives include encouraging investment in and regulating the activities of the construction sector in… more

Code of Conduct, Construction Industry, Contractors, Dubai, Ethics

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Susan Loeb

New Seventh Circuit Decision Brings Increased Risk for No-Hire and Non-Solicitation Clauses

On August 25, 2023, in Deslandes v. McDonald’s, the Seventh Circuit Court of Appeals vacated and remanded a district court’s dismissal of an antitrust case that challenged no-hire and non-solicitation clauses in McDonald’s… more

Anti-Competitive, Antitrust Litigation, Antitrust Provisions, Corporate Counsel, Employee Rights

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Julie Lombard-Veysset

French Class action reform: key changes introduced by the law of April 30, 2025

Until this date, five different class actions regimes applied to consumer protection, antitrust, public health, discrimination, data protection, and environmental law. Each of these regimes had its own specificities regarding… more

Antitrust Provisions, Class Action, Consumer Protection Laws, Damages, Data Protection

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Mahmood Lone

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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Dominic Long

UK National Security and Investment Act: reducing red tape?

The UK government has published its latest annual report on the functioning of the UK’s investment screening regime under the National Security and Investment Act 2021 (NSIA) as well as announcing its intention to reduce… more

Acquisitions, Artificial Intelligence, Consultation, Foreign Investment, Investment

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Betty Lorimer

Reflections on the 2025 AGM and reporting season

As the 2025 AGM and reporting season passes its peak, we have produced a note of our reflections on what we’ve seen in the market so far this year, and developments we’re expecting in the coming months. The key themes covered… more

Board of Directors, Capital Markets, Climate Change, Corporate Governance, Environmental Social & Governance (ESG)

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Derrick Lott

Global M&A Insights Q4 2024

Welcome to the latest edition of M&A Insights, where we bring together partners from across the A&O Shearman network to explore the themes shaping global dealmaking. The election of Donald Trump as President is expected to… more

Acquisitions, Artificial Intelligence, Banking Sector, Buyers, CFIUS

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Regina Loureiro

FTC and DOJ Finalize New HSR Rules (Updated November 12, 2024)

Democratic Commissioners Swung for the Fences, but FTC Settles for Unanimous Revisions, Still Increasing Burden on Filers - On October 10, 2024, all five Federal Trade Commission (“FTC”) Commissioners, with concurrence from… more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Scott Lovell

Vietnam’s PDP8 gets a makeover

On April 15, 2025, just under two years after unveiling the original National Power Development Plan for the 2021–2030 period, with a vision up to 2050 (the “PDP8”)1, the prime minister approved updates to the PDP8 (the “Amended… more

Energy Policy, Energy Projects, Energy Sector, Greenhouse Gas Emissions, Nuclear Power

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Jana Löwer

Investors Bring Banking Licence Claims Against Foreign Banks

Federal Court of Justice (BGH), judgment dated 7 July 2015, file no. VI ZR 372/14: German clients of foreign banks have increasingly been trying to shift their losses by claiming damages for the banks failing to have a… more

BaFin, Banking Sector, Foreign Banks, Germany, Investors

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Simone Lowes

Navigating governance during financial distress

Financial distress for a company always places additional emphasis on governance—and on the duties of the directors of the company. The Australian legal system has a clear system of duties for directors—a period of financial… more

Australia, Corporate Governance, Creditors, Directors, Duty of Care

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Edward Lucas

No patents, no problem: how Formula 1 technology races ahead without patent protection

As arguably the most technologically advanced sport in the world, where cutting-edge R&D is critical to achieving results on the track, it would be reasonable to assume that patents play a pivotal role in protecting innovation… more

Innovation Patent, Intellectual Property Protection, Inventions, Patent Applications, Patents

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Eric Lucas

Intellectual Property Newsletter - January 2018

Shearman & Sterling’s IP litigation team has published its latest newsletter. The newsletter addresses a number of current IP topics, ranging from the constitutionality and judicial reviewability of inter partes review to 2017… more

CAFC, Constitutional Challenges, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Lanham Act

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Sarah Ludwick

Valid in Venezuela

The New York Court of Appeals Requires an Examination of Venezuelan Law to Assess the Validity of a Note Exchange under Section 8-110 of the New York UCC. The continuing litigation and dispute over the 2016 exchange (the… more

Appeals, Citgo, Enforcement, International Monetary Fund, Jurisdiction

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Roger Lui

The value of kindness in the culture of banking

Banks are at a critical turning point. Technology and the rise of private credit are opening up possibilities for disintermediation in the financial sector. Inflation is rising and the possibility of a global recession is… more

Banking Sector, Banks, Financial Institutions

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Marco Lupoli

Latest developments on the EU Sustainability Omnibus

The EU’s sustainability reporting and due diligence landscape is in flux following the European Commission’s adoption of its highly anticipated Sustainability Omnibus package in late February 2025. In recent bulletins, we have… more

Corporate Sustainability Reporting Directive (CSRD), Due Diligence, Environmental Social & Governance (ESG), EU, European Commission

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Maurice Macchi

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Virginie Macchi

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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Richard Macko

Directive (EU) 2020/1828: A new framework for EU class actions

For many years now, the EU has sought to create a collective redress mechanism across the EU market. Half of the EU member states have little or no such mechanism… more

Class Action, Collective Actions, Collective Redress, EU, EU Directive

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Emma Maconick

EU-US Data Transfers Under Attack – the Schrems II CJEU Judgment

On July 16, 2020, the Court of Justice of the European Union (the CJEU) issued its judgment in the long-running Schrems litigation (the Schrems II decision), holding that the EU-U.S. Privacy Shield entered into between the EU… more

Cybersecurity, Data Protection, EU, EU Data Protection Laws, General Data Protection Regulation (GDPR)

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John Madden

Corporate Governance and Securities Law Update: Latin America Edition, November 2020

This newsletter provides a snapshot of the principal U.S. and selected international governance and securities law developments during the third quarter of 2020 that may be of interest to Latin American corporations and… more

Coronavirus/COVID-19, Department of Justice (DOJ), EU, European Securities and Markets Authority (ESMA), Securities and Exchange Commission (SEC)

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Caitlin Hutchinson Maddox

SEC Staff Publishes Statement Regarding Form CRS Disclosures

On December 17, 2021, the U.S. Securities and Exchange Commission (“SEC”) staff (“Staff”) issued a statement (the “Statement”), which summarizes certain observations made by the SEC’s Standards of Conduct Implementation… more

Broker-Dealer, Corporate Governance, Disclosure Requirements, Investment Adviser, Publicly-Traded Companies

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Anna Madra

WIBOR replacement

WIBOR is coming to an end. As we reported in our first WIBOR replacement newsletter, work on replacing WIBOR with an alternative benchmark started earlier this year. On 28 September 2022 the national working group for the… more

Banking Sector, Banks, Financial Institutions, ISDA, Poland

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Anne-Sophie Maes

Tax Planning for Multinational Borrowers During the COVID-19 Crisis

With the likely increased borrowings or refinancing of debt as a result of the COVID-19 crisis, multinational companies should consider the impact of changes in U.S. tax law made in 2018. As a result of these changes, U.S… more

Base Erosion and Anti-Abuse Tax (BEAT), Coronavirus/COVID-19, Debt, GILTI tax, Loans

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Eileen Maguire

Corporate Transparency Act: New FINCEN Reporting Requirements

On January 1, 2024, the Corporate Transparency Act (CTA) went into effect. The CTA aims to combat illicit financial activity and enhance national security interests by requiring certain entities to file beneficial ownership… more

Anti-Corruption, Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, Financial Crimes

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Catherine Maison-Blanche

Changes to French takeover rules

A new French law, the “Law to recapture the real economy” (“Loi visant à reconquérir l’économie réelle” or “Loi Florange”) (the Law), was made on 1 April 2014. The Law makes good a promise, made by François Hollande in his… more

Acquisitions, Bids, France, Hostile Takeover, Reciprocity Rules

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Thomas Majewski

MiFID II and the U.S. Investment Adviser Regime

The issue of how firms should pay for investment research continues to be a controversial topic in the financial markets. The U.S. has maintained the approach it adopted before the mid-2000s, which is to permit investment… more

Broker-Dealer, EU, Financial Conduct Authority (FCA), Financial Institutions, Financial Markets

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Alexa Major

New Stock Buyback Disclosure Requirements

On May 3, 2023, the SEC adopted new disclosure requirements for stock buybacks, including disclosure of daily share repurchase activity on a quarterly basis. These quarterly reports of daily share repurchase activity will be… more

10b5-1 Plans, Disclosure Requirements, Insider Trading, Proposed Amendments, Publicly-Traded Companies

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Edward Mak

AG CJEU addresses data subject rights and automated decision-making by credit rating agencies

The Advocate General (AG) Pikamäe of the Court of Justice of the European Union (CJEU) issued his opinions in three cases concerning the credit rating agency SCHUFA Holding AG (SCHUFA) on 16 March 2023… more

Advocate General, Court of Justice of the European Union (CJEU), Credit Rating Agencies, Data Controller, Data Management

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Thomas Makin

Update on Key Patent Court Scheduling Adjustments in View of COVID-19

COVID-19 has taken an unprecedented toll on the United States and the world at large. It has impacted nearly every facet of both professional and personal life and, with that, the patent landscape, too—especially as it pertains… more

Coronavirus/COVID-19, International Trade Commission (ITC), Patent Litigation, Patents, USPTO

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Arun Mal

The Mumbai Centre for International Arbitration Releases New Rules

The Mumbai Centre for International Arbitration (MCIA) has released its 2025 Arbitration Rules, introducing major updates to streamline proceedings, enhance transparency, and align with global best practices. This post… more

Amended Rules, Arbitration Agreements, Arbitration Awards, Commercial Litigation, Contract Disputes

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Nathaël Malanda

Luxembourg Employment Law: Top 10 Topics for 2024

Please find below a concise summary of our top 10 topics to watch out for in 2024, with some practical tips and recommendations on how to prepare and respond effectively to these challenges and opportunities… more

Artificial Intelligence, Collective Bargaining, Corporate Culture, Employee Benefits, Employer Liability Issues

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Sahil Malhotra

Horizontal agreements: Is arbitration part of the rules of the game?

In a recent judgment, the High Court implied an agreement to arbitrate disputes between two parties with no direct contractual relations based on each of the parties’ express, independent agreement to comply with the rules of… more

Arbitration, Arbitration Agreements, Breach of Contract, Commercial Litigation, Contract Disputes

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Hamza Mallick

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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Gina Malone

The Panel finalises two further sets of Rule changes

On 4 April, 2023, the Takeover Panel published Response Statements in relation to two consultations on Code rule changes that it issued last year - RS 2023/3 on the offer timetable in a competitive situation and RS 2023/4 on six… more

Conditional Offers, Proposed Amendments, Takeover Bids, UK, UK Takeover Panel

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Ilya Mamin

SEC Proposes New SPAC Rules

On March 30, 2022, the SEC released highly anticipated proposed rules for transactions involving special purpose acquisition companies (SPACs). If adopted in their current form, these rules would purport to make wide-ranging… more

Disclosure Requirements, Initial Public Offering (IPO), Safe Harbors, Securities and Exchange Commission (SEC), Securities Regulation

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Sandy Mammola

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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Jean-Louis Neves Mandelli

Indonesia Introduces CCUS/CCS Regulation to Capture CCUS/CCS Development

On March 3, 2023, the Minister of Energy and Mineral Resources of the Republic of Indonesia (Menteri Energi dan Sumber Daya Mineral or the “ESDM”) promulgated Regulation No. 2 of 2023 on the Implementation of CCS and CCUS in… more

Carbon Capture and Sequestration, Carbon Emissions, Energy Projects, Greenhouse Gas Emissions, Indonesia

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Paolo Manganelli

Recent Italian insolvency law changes have important implications for guarantees

Recent amendments to the Italian Insolvency Code have been introduced by Legislative Decree no. 136 of September 13, 2024 (Decree 136). These amendments, together with certain recent Italian court decisions, have important… more

Amended Legislation, Capital Requirements Regulation (CRR), Consumer Credit Protection, Enforcement, EU

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Karen Mann

2023 Proxy Season Quick Reference Guide

The 2023 proxy season is just around the corner. This quick reference guide, which is intended to supplement Shearman & Sterling’s 20th Annual Corporate Governance & Executive Compensation Survey, summarizes themes from the 2022… more

Board of Directors, Corporate Governance, Disclosure Requirements, Executive Compensation, Proxy Season

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Anthony Mansfield

Pharma company challenges the US False Claims Act: what’s at stake for whistleblowers and government enforcement?

A pharmaceutical company is currently appealing a record USD1.6 billion judgment in the US, arguing that a key part of the US False Claims Act (FCA) is unconstitutional. This case, now before the Court of Appeals for the Third… more

Appeals, Constitutional Challenges, Enforcement Actions, False Claims Act (FCA), Government Agencies

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Philip Mansfield

UK merger control to see faster reviews and clarified jurisdictional tests

The Competition and Markets Authority (CMA) has launched a consultation on proposed changes to its mergers guidance on jurisdiction and procedure (CMA2) and its mergers notice template… more

Competition, Jurisdiction, Merger Controls, Merger Reviews, Mergers

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André Marc

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Delphine Marchand

2024: Regulation gets 'smart'?

In our annual financial services Horizon Scanning webinar, our regulatory team provided an overview of upcoming and expected changes for UK firms. Partners from our UK team considered regulatory updates on the horizon for… more

Banking Sector, Digital Assets, EMIR, Financial Institutions, Financial Regulatory Reform

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John Marciano

The energy community tax credit – IRS provides investors with certainty

The Internal Revenue Service issued Notice 2023-29 (the “Guidance”), which provides helpful guidance for energy projects seeking to evaluate whether they qualify for enhanced tax incentives under the energy community (“EC”)… more

Energy Projects, EU, European Commission, Investment Tax Credits, Production Tax Credit

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Alexander Marcopoulos

Russia’s Invasion of Ukraine: Impact on European Energy Markets and Disputes

The military assault Russia launched against Ukraine on February 24, 2022 has been a destabilizing event of historic magnitude, its humanitarian, political and economic impacts reverberating far beyond the borders of Russia and… more

Economic Sanctions, Energy Market, Energy Sector, EU, Foreign Policy

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Daniel Margolis

District court decision invalidating claims as inherently anticipated upheld by Federal Circuit

Procedural History - United Therapeutics Corporation v. Liquidia Technologies, Inc. is an appeal and cross appeal from a District of Delaware decision that found (1) claims 1, 4, and 6–8 of U.S. Patent 10,716,793 (“the ’793… more

Intellectual Property Protection, Patent Infringement, Patent Litigation, Pharmaceutical Industry, Pharmaceutical Patents

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Timon Margue

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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Kamilla Marianayagam

A harsh outcome does not an implied term make

The sanctity of the parties’ agreement is preserved as the UK Supreme Court adopts a cautious approach to implied terms. It reiterates that no term may be implied into an agreement where the implied term contradicts its express… more

Contract Terms, Express Contract Terms, Implied Contract Terms, UK

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Gina Marini

Florida Choice Act bolsters enforceability of noncompete and garden leave agreements

In a departure from the legislative trends in certain states to curtail post-employment restraints, the state of Florida has bucked the tide to take the most employer friendly approach to restrictive covenants. On April 24,… more

Employees, Employer Liability Issues, Employer Responsibilities, Employment Contract, Enforcement

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Maria Markou

From effects to presumptions? The EC Draft Guidelines on exclusionary abuse

The Draft Guidelines set out the European Commission (EC)’s approach on exclusionary abuse by dominant undertakings. The EC is proposing a shift away from the effects-based approach set out in its earlier enforcement priorities… more

Antitrust Provisions, Competition, Draft Guidance, Enforcement, EU

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Pierre-Henry Maroteaux

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Hippolyte Marquetty

French client-attorney privilege: threats on the horizon?

On March 11, the Criminal Chamber of the French Supreme Court (Cour de cassation) handed down four rulings that drastically narrow the scope of French legal privilege. Under French law, when a dawn raid is carried out in a… more

Appeals, Attorney-Client Privilege, Criminal Investigations, Criminal Prosecution, Dawn Raids

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Billy Marsh

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Fabienne Marshall

"Sparks flew" in trade mark case about online dating services: Match Group, LLC v Muzmatch Limited

The Court of Appeal has recently confirmed that an online dating service trading as MUZMATCH and targeting Islamic customers has infringed the trade marks of the Match Group. The judgment provides useful insight into how… more

Dating Services, Intellectual Property Protection, Likelihood of Confusion, Logos, Online Platforms

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Robin Marshall

UK SFO: the ingredients of cooperation

The UK SFO’s new guidance on corporate cooperation makes clear that a company must show cooperation if it is to be invited to enter into a Deferred Prosecution Agreement (DPA). No change there. So what’s different in the new… more

Bribery, Corporate Misconduct, Deferred Prosecution Agreements, Enforcement, Investigations

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Antonio Martinez

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Daniela Martini

The Supreme Court on tax fraud in connection with labor exploitation

On July 9, 2025, the Italian Supreme Court issued a significant judgment (No. 25167/2025) concerning liability for fraudulent tax return filing through the use of invoices for non-existent transactions (Article 2 of Legislative… more

Anti-Corruption, Corporate Misconduct, Criminal Prosecution, Employment Litigation, Fraud

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Maria Marulanda Larsen

It Is Annual Report Time—Recent Developments and Trends for the Preparation of the 2022 Form 20-F

Foreign private issuers (“FPIs”) with a calendar year end must file their annual report on Form 20-F with the U.S. Securities and Exchange Commission (the “SEC”) no later than May 1, 2023… more

Annual Reports, Corporate Governance, Disclosure Requirements, Financial Statements, Form 20-F

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John Marzulli

SEC Proposes Universal Proxy Cards in Contested Elections

On October 26, 2016, the SEC proposed amendments to the proxy rules that would require the use of universal proxies in all non-exempt solicitations in contested elections of directors. The focus of the SEC proposal is to require… more

Board of Directors, Contested Elections, Corporate Governance, Director Nominations, Dissident Shareholders

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Robert Masella

COVID-19: Disclosure and Capital Markets Considerations for US Listed Public Companies

COVID-19: DISCLOSURE AND CAPITAL MARKETS CONSIDERATIONS FOR US LISTED PUBLIC COMPANIES - The outbreak and continuing spread of the novel coronavirus (“COVID-19”) and the related disruption to the worldwide economy are… more

Capital Markets, Coronavirus/COVID-19, Corporate Governance, Disclosure Requirements, MD&A Statements

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Anna Masser

Swedish Court requests ruling from CJEU on sanctions legislation

The Swedish Court of Appeal (Court) has requested a preliminary ruling from the Court of Justice of the European Union (CJEU) to clarify the effect and scope of Russia-related sanctions. The anticipated ruling by the CJEU will… more

Breach of Contract, Contract Disputes, Court of Justice of the European Union (CJEU), Dispute Resolution, Economic Sanctions

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Mehran Massih

Standards for Green Hydrogen in the EU – 2023 Update

In February 2023, the European Commission proposed detailed rules to define what constitutes renewable hydrogen in the EU, with the adoption of two Delegated Acts pursuant to the Renewable Energy Directive… more

Clean Energy, Energy Sector, Environmental Social & Governance (ESG), EU, Green Energy

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Thomas Masterman

UK National Security and Investment Act: reducing red tape?

The UK government has published its latest annual report on the functioning of the UK’s investment screening regime under the National Security and Investment Act 2021 (NSIA) as well as announcing its intention to reduce… more

Acquisitions, Artificial Intelligence, Consultation, Foreign Investment, Investment

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Michal‚ Matera

2024 year in review: A&O Shearman Real Estate practice

Throughout 2024, our leading real estate practice has solidified its presence in the Polish market. We have supported our clients in numerous high-profile transactions, reflecting our expertise and unwavering commitment to… more

Acquisitions, Asset Management, Investment, Investment Funds, Joint Venture

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Stephen Mathews

UK guidance on acquisitions and increases in control in PRA and FCA authorised firms

The UK financial services regulators, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA), have recently set out their final policy on the assessment of acquisitions and increases in control of PRA… more

Acquisitions, Corporate Governance, EU, Final Rules, Financial Conduct Authority (FCA)

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Hugh Mathison

Sustainability-linked loans in Russia: a hot market

When it comes to sustainable lending, the Russian loan market is punching above its weight. Many of Russia’s leading corporates have raised ESG or sustainability-linked loans (in some cases, multiple loans) over the last couple… more

Banks, Environmental Social & Governance (ESG), International Banks, Sustainability

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Dr Jens Matthes

From competitor to competitor

Sectors characterized by massive investments and a limited number of market players—such as defense and semiconductors—are experiencing unprecedented levels of investment as governments and industry seek to secure technological… more

Competition, Confidential Information, Employee Mobility, Employer Responsibilities, Employment Contract

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James Matthews

FCPA Digest - Recent Trends and Patterns in the Enforcement of the Foreign Corrupt Practices Act - June 2023

In 2022, the DOJ and the SEC resolved a total of ten corporate enforcement actions under the FCPA, more than double the number in the previous year. While the average corporate penalties only slightly increased to $168 million… more

CFTC, Chief Compliance Officers, Compliance, Department of Justice (DOJ), Foreign Corrupt Practices Act (FCPA)

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Frank Mausen

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Juliette Mazilier

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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Conor McAleese

D&I in FS: how to get a head-start on the FCA and PRA proposals

This is the last post in our series on the UK Financial Conduct Authority (FCA) and Prudential Regulation Authority (PRA) proposals to introduce a new regulatory framework on diversity and inclusion (D&I) in the financial… more

Banking Sector, Corporate Culture, Corporate Governance, Data Protection, Diversity

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Brendan McCarthy

EU sanctions and the no re-export to Russia requirements

Who has to comply with the Regulation? The Regulation only applies to EU person exporters who are selling, supplying, transferring, or exporting the targeted goods (including aircraft) to third-country counterparts outside of… more

Aircraft, Aviation Industry, EU, Export Controls, Exports

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Paul McCarthy

Search for scale and specialist expertise point to increased dealmaking among asset managers

Fundraising challenges, higher financing costs, market volatility and an ever-tighter regulatory environment are upping the pressure for M&A among asset managers. Those drivers, however, apply differently depending on which… more

Acquisitions, Asset Management, Banking Sector, Buyers, Capital Markets

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Victoria McConnell

Doing something different this Pride month

Beyond the rainbow flags, Pride is still a campaign for rights, recognition and acceptance. This Pride month, we are partnering with four LGBTQ+ changemakers to bring their expertise and insight to topics that, as Wim… more

Gender Identity, LGBTQ, Sex Discrimination, Sexual Orientation, Sexual Orientation Discrimination

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Bill McCormack

Joining the Clean Hydrogen Movement: Singapore’s National Hydrogen Strategy

On October 25, 2022, Singapore’s Ministry of Trade and Industry published Singapore’s National Hydrogen Strategy (the “Strategy”). The Strategy recognizes the potential of low-carbon hydrogen as a broad-based decarbonization… more

Electricity, Energy Market, Energy Projects, Energy Sector, Hydrogen Power

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Fiona McCrindle

The wait is over – the final EU recast risk retention rules will enter into force on 7 November 2023

EU Securitisation Regulation – the long-awaited final text of the recast risk retention regulatory technical standards (RTS) has been published in the Official Journal on 18 October 2023 and will enter into force on 7 November… more

Commission Delegated Regulation, EU, EU Benchmark Regulation, European Commission, European Securities and Markets Authority (ESMA)

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Peter McDonald

Australia is transitioning to a new merger control regime

Transition to Australia’s new merger control regime began on July 1, 2025, and merger parties are now able to notify voluntarily under the new regime. Mandatory approval of transactions that meet notification thresholds will be… more

Acquisitions, Australia, Competition Authorities, Merger Controls, Merger Reviews

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Luckey McDowell

Additional Guidance for Drafting Dedications: Delaware Bankruptcy Court Rejects Southland Dedication

The oil and gas industry in the United States is highly dependent upon an intricate set of agreements that allow oil and gas to be gathered from privately owned land. Historically, the dedication language in oil and gas… more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Energy Sector

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Kate McInerney

Solvency II: Assessing the implications of the EU’s Amending Directive for the insurance sector

In January 2025, an amending directive (Directive (EU) 2025/2, “Amending Directive”) was passed that will result in some important changes to the Solvency II Directive (Directive (EU) 2009/13/EU) taking effect across EU member… more

EU, EU Directive, Financial Services Industry, Insurance Industry, Insurance Regulations

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Tom McKay

Recent restructuring plan cases: important guidance for advisers

The restructuring plan has so far proven to be a powerful tool to facilitate restructurings of complex capital structures. Two recent cases provide further helpful guidance for advisers when formulating a restructuring plan and… more

Creditors, Debt Restructuring, Insolvency, Lenders, Mauritius

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Caitrin McKiernan

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Ward McKimm

Tap Issuances with More Than De Minimis OID

The COVID-19 pandemic and the response by governments has led to a substantial drop, and complete cessation in some cases, of revenue and cash inflows. Companies are looking to credit markets to source additional cash to meet… more

Securities, Securities Act of 1933, Securities Exchange Act

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Sarah McLean

Additional Guidance for Drafting Dedications: Delaware Bankruptcy Court Rejects Southland Dedication

The oil and gas industry in the United States is highly dependent upon an intricate set of agreements that allow oil and gas to be gathered from privately owned land. Historically, the dedication language in oil and gas… more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Energy Sector

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Grace McLeish

Data Centres: Legal Issues for Real Estate Investors

Data centre investment offers a strong yield compared to many other asset classes for real estate investors with the right platform and appetite. Thanks to the global exponential growth in internet traffic and data centre… more

Investment, Investors, Real Estate Investments

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Leona McManus

Airlines and COVID-19: Hedging Considerations

The ongoing events with COVID-19 and its impact on the travel industry have a number of potential implications for airlines’ derivative transactions… more

Airlines, Aviation Industry, Breach of Contract, Force Majeure Clause, Transportation Industry

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Karen McMaster

Preferred and structured equity investments in the spotlight amid uncertain markets

Preferred equity investing is on the rise amid a search for yield and a fall in the number of high-quality assets coming to market. Here we explore the growing appeal of preferred equity instruments, outline the terms that are… more

Acquisitions, Capital Markets, Due Diligence, Financial Markets, Investment

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Megan McMellon

Why AI drug discovery deals are different from traditional pharma collaborations

Pharma companies have long collaborated with other organisations to bring new drugs to market. But what happens when their partner is an artificial intelligence (AI) company rather than another pharma business? Here, we explore… more

Artificial Intelligence, Intellectual Property Protection, Life Sciences, Pharmaceutical Industry, Prescription Drugs

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David McMenamin

Proposed action against Crispin Odey: A different approach to tackling non-financial misconduct

The UK Financial Conduct Authority (FCA) has published the full details of its proposal to fine and ban the fund manager, Crispin Odey, for lacking integrity. But the FCA’s proposed action against Mr Odey does not rely on his… more

Asset Management, Corporate Governance, Corporate Misconduct, Disciplinary Proceedings, Enforcement Actions

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Jorge Medina

Inflation Reduction Act: New Guidance on Section 45X Manufacturing Tax Credits

On December 14, 2023, the Department of the Treasury (Treasury) and the Internal Revenue Service (IRS) released proposed regulation [REG-107423-23] to provide guidance on the manufacturing tax credit requirements under Internal… more

Energy Projects, Energy Sector, Inflation Reduction Act (IRA), Internal Revenue Code (IRC), IRS

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Dirk Meeus

M&A in a period of turbulence

Macroeconomic volatility, shifting trade policies, and regulatory change continue to shape the dealmaking landscape. Here we explore the challenges and opportunities for buyers and sellers navigating uncertain markets. The… more

Acquisitions, Antitrust Provisions, Financial Institutions, Hart-Scott-Rodino Act, Merger Reviews

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Dr Olaf Meisen

Update – Germany tightens energy efficiency requirements: New challenges for companies and data centers

On 21 September 2023, the German Parliament passed the heavily discussed German Federal Act on the Increase of Energy Efficiency (Energieeffizienzgesetz – EnEfG) that aims at significantly increasing energy efficiency… more

Climate Change, Energy Efficiency, Environmental Social & Governance (ESG), EU, Germany

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Federica Melegari

New Employment Law in Italy: Key Changes for Companies and Employees

On January 12, 2025, Law No. 203 of December 12, 2024 (the Law) enters into force, which aims to streamline and expedite several legislative and procedural requirements, with a particular focus on increasing flexibility within… more

Employee Rights, Employment Contract, Employment Litigation, Hiring & Firing, Italy

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Adrian Mellor

Principaux changements en droit français des procédures collectives

L’article 2 de la Loi n° 2014-1 du 2 janvier 2014 habilite le gouvernement français à simplifier et sécuriser le droit des procédures collectives. Suite à une consultation auprès des praticiens, le gouvernement français a… more

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Wolfgang Melzer

Airline insolvencies in Germany: Questions and challenges for aircraft lessors

Airlines under pressure - The market for airlines is under extreme competitive pressure. We have seen some recent examples of European airlines that have gone into insolvency proceedings (Air Berlin, Condor, Germania,… more

Airlines, Aviation Industry, Coronavirus/COVID-19, Insolvency

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Pablo Mendez

Covid-19 coronavirus: additional amendments to the rules for drawing-up and approval of annual accounts and holding of general shareholders' meetings

The must-have Q&A for companies. Last 31 March, the Spanish Council of Ministers approved Royal Decree law 11/2020, dated 31 March (RDL 11/2020), adopting additional urgent measures in the social and economic fields to fight the… more

Coronavirus/COVID-19, Corporate Governance, Shareholder Meetings, Shareholders, Spain

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Javier Mendieta

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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John Menke

SEC Proposes New SPAC Rules

On March 30, 2022, the SEC released highly anticipated proposed rules for transactions involving special purpose acquisition companies (SPACs). If adopted in their current form, these rules would purport to make wide-ranging… more

Disclosure Requirements, Initial Public Offering (IPO), Safe Harbors, Securities and Exchange Commission (SEC), Securities Regulation

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Grissel Mercado

T+1 Settlement Coming May 28, 2024

On February 15, 2023, the SEC adopted several changes to shorten the standard settlement cycle for securities transactions to T+1 effective May 28, 2024… more

Broker-Dealer, Capital Markets, Domestic Securities Transaction, Securities, Securities and Exchange Commission (SEC)

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Bartosz Merczynski

Directive (EU) 2020/1828: A new framework for EU class actions

For many years now, the EU has sought to create a collective redress mechanism across the EU market. Half of the EU member states have little or no such mechanism… more

Class Action, Collective Actions, Collective Redress, EU, EU Directive

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David Merlin-Jones

Quiet quitting – new language, old problem

Quiet quitting did not make the OED’s ‘word of the year’ shortlist this week but it is a phrase increasingly weaving its way into conversations. Misleadingly, quiet quitting has nothing to do with employees leaving their jobs… more

Employer Liability Issues, Job Duties, Poor Job Performance

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Thales Mertens

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Justin Meshulam

DOJ releases new FCPA enforcement guidelines

On June 9, 2025, the U.S. Department of Justice (DOJ) released new guidelines for investigating and enforcing the Foreign Corrupt Practices Act (FCPA), in response to President Trump's February 10, 2025 Executive Order 14209… more

Anti-Corruption, Bribery, Corruption, Department of Justice (DOJ), Enforcement Actions

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Julie Metois

French Class action reform: key changes introduced by the law of April 30, 2025

Until this date, five different class actions regimes applied to consumer protection, antitrust, public health, discrimination, data protection, and environmental law. Each of these regimes had its own specificities regarding… more

Antitrust Provisions, Class Action, Consumer Protection Laws, Damages, Data Protection

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Haris Meyer Hanif

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Michel Meyers

New rules for arbitration under Luxembourg law: A modern and flexible framework for dispute resolution

On 25 April 2023, the new Luxembourg framework for arbitration foreseen by the Law of 19 April 2023 modifying the New Civil Procedure Code and reforming the arbitration entered into force… more

Arbitration, Arbitration Agreements, Arbitration Awards, Dispute Resolution, International Arbitration

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Jacob Mezei

Second Circuit Picks a Side in Non-consensual Third-party Releases in Highly Anticipated Purdue Opinion

Non-consensual third-party releases are provisions in reorganization plans that release non-debtor parties from liability to other non-debtor parties without the consent of all potential claimholders. These releases are… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

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Katinka Middelkoop

Is life returning to the private equity exit market?

Following a period in which financial sponsors have struggled to realize an acceptable prices for their assets, signs point towards a brighter outlook for 2025. At the start of 2024 private equity firms were hoping that… more

Acquisitions, Association of Southeast Asian Nations (ASEAN), Australia, Capital Markets, Corporate Governance

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Euan Middleton

The fine line between robust leadership and workplace bullying

We take a look at what firms can do to educate their employees to reduce instances of bullying and create a positive, collaborative working environment for all… more

Bullying, Employee Training, Employer Liability Issues, Employment Policies, Harassment

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Maria Middleton

Helping consumers navigate their financial lives: The FCA’s Strategy for 2025 – 2030

The UK Financial Conduct Authority (FCA) has outlined its strategy for the next five years, reaffirming its commitment to prioritising consumer interests. Building on the foundation laid by the previous strategy, which proposed… more

Consumer Financial Products, Consumer Protection Laws, Data-Sharing, Financial Conduct Authority (FCA), FinTech

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Francesca Miotto

European Commission fines Alchem in first cartel case involving a pharmaceutical API

On 4 July 2025, the EC fined Alchem and its subsidiary EUR 489,000 for their role in a long-running cartel concerning the active pharmaceutical ingredient SNBB, used in the production of Buscopan and its generics. This marks the… more

Antitrust Violations, Cartels, Competition, Drug Pricing, Enforcement Actions

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Sami Mir

Multilaterals hold key to Net Zero transition in developing world

Development banks have crafted a range of innovative measures to support the decarbonisation of the global South – including taking over the running of coal-fired power plants… more

Clean Energy, Energy Sector, Net Zero, Power Plants, Renewable Energy

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Patrick Mischo

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Leigh Missig

Contract formed before more detailed terms agreed

Arcadis Consulting (UK) Ltd v AMEC (BSC) Ltd [2016] EWHC 2509 (TCC), 25 October 2016 - This case highlights the risks where a simple contract is found to have been formed before more detailed terms are agreed. The court… more

Contract Disputes, Contract Drafting, Contract Terms, Terms and Conditions, UK

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Michael Mitchell

Field of Dreams: FTC and DOJ Seek to Build a New Playing Field for Challenging Mergers

Proposed FTC and DOJ Merger Guidelines Formalize Biden Administration’s Aggressive Vision for Merger Enforcement – Top Ten Takeaways - When losing, some players seek to change the rules. Others seek to change the playing… more

Antitrust Division, Antitrust Provisions, Biden Administration, Competition, Department of Justice (DOJ)

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Nicholas Mitrokostas

Federal Circuit affirms district court finding of no induced or contributory infringement of generic depression drug

In H. Lundbeck A-S v. Lupin Ltd., Case No. 2022-1194 (Fed. Circ. December 7, 2023), Plaintiffs, H. Lundbeck A/S (“Lundbeck”) and Takeda Pharmaceutical Company Ltd., Takeda Pharmaceuticals U.S.A., Inc., Takeda Pharmaceuticals… more

Abbreviated New Drug Application (ANDA), Appeals, Hatch-Waxman, Intellectual Property Protection, Life Sciences

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Daniel Mitz

CARES Act: The SBA’s Paycheck Protection Program—Congress Passes the Paycheck Protection Flexibility Act - Update 2020

On June 8, 2020, U.S. Department of the Treasury (Treasury) Secretary Steven Mnuchin and Small Business Administration (SBA) Administrator Jovita Carranza issued a statement regarding the enactment of the Paycheck Protection… more

CARES Act, Coronavirus/COVID-19, Financial Stimulus, Paycheck Protection Program and Health Care Enhancement Act, Relief Measures

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Gregory Mocek

Help Wanted: CFTC invites whistleblowers to look for fraud and manipulation in the carbon markets

The U.S. Commodity Futures Trading Commission’s (CFTC) Whistleblower Office took the unusual step of inviting market participants to look for and submit tips related to fraud, manipulation, and other forms of misconduct in the… more

Carbon Emissions, CFTC, Commodities, Commodity Exchange Act (CEA), Financial Services Industry

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Toshiro Mochizuki

The SEC’s Final Climate Disclosure Rules

On March 6, 2024, almost two years after its originally proposed rules, the Securities and Exchange Commission (SEC) adopted final rules relating to the enhancement and standardization of climate-related disclosures. While the… more

Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Matthew Modell

CFIUS Update: 2023 Report to Congress and new enforcement website

The Committee on Foreign Investment in the United States (CFIUS) continues to play an increasingly active role in reviewing and assessing inbound investment transactions for U.S. national security risks. In this alert, we… more

Annual Reports, CFIUS, Enforcement, Foreign Investment, National Security

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Mohammad Andrew

Updates on OJK Regulation 45/2024

On December 27, 2024 the Indonesia Financial Service Authority (Otoritas Jasa Keuangan or the OJK) issued OJK Regulation No. 45 of 2024 on Development and Enhancement of Issuers and Public Companies (OJK Regulation… more

Capital Markets, Corporate Governance, Delisting, Disclosure Requirements, Enforcement Actions

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Dr. Julia Molestina

EU Commission issues EUR462.6 million antitrust fine in landmark decision on ‘divisionals game’ and disparagement

On October 31, 2024, the European Commission (EC) fined Teva Pharmaceutical Industries Limited and Teva Pharmaceuticals Europe BV (Teva) EUR462.6 million for abusing a dominant position in several EU Member States on the market… more

Antitrust Violations, Competition, Corporate Counsel, Disparagement, EU

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Pascal Molinelli

Great Fund Insights: ESMA Guidelines on funds’ names: Tell me your fund name, I’ll tell you your fund strategy

On 14 May 2024, ESMA published its final guidelines on funds’ names using ESG or sustainability-related terms (the Guidelines). As a result, the use of certain environmental, social and governance (ESG) or… more

Alternative Investment Fund Managers Directive (AIFMD), Asset Management, Closed-End Funds, Environmental Social & Governance (ESG), EU

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Malcolm Montgomery

Tenant Security Deposit or Unsecured Loan? State Law Disparity Leads to Forfeiture

Last month, Judge Caproni of the Southern District of New York issued a ruling stating that if a commercial lease does not require a landlord to hold a security deposit in trust and if there is no state statute generally… more

Bank Accounts, Commercial Leases, Commercial Real Estate Contracts, Commercial Tenants, Illinois

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Julian Moore

Chief Information Security Officers and cyber whistleblowing: considerations for PE firms

Managing these risks at a single company should be straightforward. Executives and CISOs may be personally held accountable for cyber failings, negligence, breaches, and inadequate disclosure around cyber vulnerabilities and… more

Chief Information Security Officer (CISO), Corporate Governance, Cyber Insurance, Cybersecurity, D&O Insurance

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Kana Morimura

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

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Sarah Morreau

UK Arbitration Act 2025 - key changes for commercial parties

On 24 February, the UK Arbitration Act 2025 received Royal Assent. The new Act introduces a series of enhancements to the Arbitration Act 1996 following a review by the Law Commission. These changes aim to ensure the UK’s… more

Arbitration, Arbitration Agreements, Binding Arbitration, Contract Terms, Dispute Resolution

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Maegen Morrison

UK guidance on acquisitions and increases in control in PRA and FCA authorised firms

The UK financial services regulators, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA), have recently set out their final policy on the assessment of acquisitions and increases in control of PRA… more

Acquisitions, Corporate Governance, EU, Final Rules, Financial Conduct Authority (FCA)

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Roger Morscheiser

Key considerations for forming and operating a joint venture in the U.S.

Each of these items will help ensure that a U.S.-based joint venture (JV)—especially one in a regulated industry with cross-border aspects—is set up and operated on solid legal, compliance, and tax footing. By diligently… more

Business Formation, Compliance, Corporate Governance, Cross-Border Transactions, Due Diligence

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Jennifer Morton

The UK’s new lighter-touch short selling regime

The U.K. Short Selling Regulations 2025 (“SSR 2025”) have been made. This paves the way for the U.K. to repeal and replace the regime implemented while the U.K. was in the European Union and then onshored into U.K. domestic law… more

Capital Markets, Disclosure Requirements, EU, Financial Conduct Authority (FCA), Financial Markets

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Joel Moss

Boardriders Minority Lenders Notch Initial Victory Challenging Uptier Transactions

On October 17, 2022, Justice Andrea Masley of the NY Supreme Court issued a decision and order denying all but one of the motion to dismiss claims filed by Boardriders, Oaktree Capital (an equity holder, term lender, and… more

Capital Investments, Capital Markets, Debt Financing, Debt Market, Debt Restructuring

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Caroline Motzer

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Michael Mountain

Preferred and structured equity investments in the spotlight amid uncertain markets

Preferred equity investing is on the rise amid a search for yield and a fall in the number of high-quality assets coming to market. Here we explore the growing appeal of preferred equity instruments, outline the terms that are… more

Acquisitions, Capital Markets, Due Diligence, Financial Markets, Investment

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Pawel Mruk-Zawirski

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Ibrahim Mubaydeen

UAE Federal Companies Law amended to allow 100% foreign ownership

Federal Decree-Law No. 26 of 2020 (the Decree) has been issued, introducing significant amendments to Federal Law No. 2 of 2015 on Commercial Companies (the CCL). - The Decree amends 51 articles of the CCL and introduces… more

Foreign Direct Investment, Foreign Ownership, Initial Public Offering (IPO), Joint Stock Companies, Limited Liability Company (LLC)

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Ilir Mujalovic

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Janina Müller

Germany’s upcoming new government – what to expect in the climate and energy sector

After the German federal government break-up in November 2024 and the new elections in February 2025, the political parties – Christian Democratic Union of Germany (CDU)/ Christian Social Union in Bavaria (CSU) and Social… more

Climate Change, Energy Policy, Energy Sector, Energy Storage, Environmental Social & Governance (ESG)

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Dr Magnus Müller

VAT liability for supervisory board remuneration

The VAT handling of the settlement of remunerations for Supervisory Board members has been changed. Consequences resulting from these changes must be implemented by 1 January 2022 at the latest. Companies must check the legal… more

Corporate Taxes, Germany, International Tax Issues, Remuneration, Value-Added Tax (VAT)

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Dr Tim Nikolas Müller

From competitor to competitor

Sectors characterized by massive investments and a limited number of market players—such as defense and semiconductors—are experiencing unprecedented levels of investment as governments and industry seek to secure technological… more

Competition, Confidential Information, Employee Mobility, Employer Responsibilities, Employment Contract

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Robert Mundheim

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

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Monika Murawska

Directive (EU) 2020/1828: A new framework for EU class actions

For many years now, the EU has sought to create a collective redress mechanism across the EU market. Half of the EU member states have little or no such mechanism… more

Class Action, Collective Actions, Collective Redress, EU, EU Directive

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Jackson Murley

Trump Infrastructure Plan Proposes Expansion of Federal Credit Programs

Last week, the White House released to Congress its long-awaited infrastructure plan—a 53-page Legislative Outline for Rebuilding Infrastructure in America (the “Outline”)—to accompany its proposed Fiscal Year 2019 budget. The… more

Infrastructure, Legislative Agendas, TIFIA, Trump Administration, WIFIA

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Peter Myners

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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James Mythen

The M&A Landscape in 2022: A global picture

Global M&A markets recorded another year of extraordinary growth in 2021 with transaction values soaring to a new record high of nearly USD6 trillion. As 2022 begins, we examine what underpinned that growth and ask if it can… more

Acquisitions, CFIUS, Foreign Direct Investment, Foreign Investment, Initial Public Offering (IPO)

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Hicham Naciri

Morocco Green Hydrogen Offer - key takeaways

The Morocco Hydrogen Offer (the Offer) finally landed on 11 March 2024. It was much expected by the developers and the investors. The Offer is intended to cover the entire value chain of the green hydrogen sector. It was… more

Energy Projects, Energy Sector, Hydrogen Power, Investment, Investors

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Anna Nagornaia

EDGAR Next: key changes and compliance requirements for filers

The EDGAR Next system has gone live, and all filers – including public companies, investment funds, insiders, and third-party filing agents – must re-enroll in the EDGAR Next system by September 15, 2025, with the legacy EDGAR… more

Capital Markets, Corporate Governance, EDGAR, Filing Deadlines, Filing Requirements

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Nils Najmann

EU energy transition: European commission announces Strategic Projects outside of the EU to boost critical materials value chain

Following the commission’s announcement in March of the first 47 Strategic Projects under the EU Critical Raw Materials Act (Act) located within the EU (discussed in our previous article, the commission has confirmed 13… more

Clean Energy, Critical Infrastructure Sectors, Energy Policy, Energy Sector, EU

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Kyoko Naka

Changes to Japan’s Personal Information Protection Act

Japan’s National Diet passed a bill earlier this month amending PIPA to strengthen the data protection regime and creating (with effect from 1 January 2016) a central regulator with enforcement powers. Most of the other… more

Cross-Border, Data Protection, International Data Transfers, Japan, Personally Identifiable Information

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Taro Nakashima

Virtual APAC Corporate Academy Session 1 - Trends in private M&A

Every year, analysts at Allen & Overy review M&A data collected by the firm over the previous 12 months of deals. The analysts look for trends, year-on-year changes and differences in practice across the globe. Recently, we… more

Buyers, Escrow Accounts, Foreign Direct Investment, Sellers

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Lona Nallengara

SEC Staff Provides Disclosure Guidelines for Crypto Asset Securities Offering

On April 10, 2025, the staff of the SEC’s Division of Corporation Finance (the “Staff”) issued a Staff statement providing guidance on how existing disclosure requirements apply to offerings and registrations of crypto asset… more

Cryptocurrency, Digital Assets, Disclosure Requirements, Howey, Investment

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Laetitia Nappert-Rosales

Zooming in on AI - #7: AI under financial regulations in the U.S., EU and U.K. - a comparative assessment of the current state of play: part 3

This is the final note in a three-part series on the regulation of artificial intelligence in the financial services sector in the United States, the European Union and the United Kingdom. Our first note, we provided a… more

Artificial Intelligence, Consumer Protection Laws, Data Protection, Enforcement Actions, EU

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Gautam Narasimhan

Interpreting the UNCITRAL Model Law on Cross-Border Insolvency: Singapore courts adopt a uniform, consistent and expansive approach

Creditors involved in cross-border restructuring or insolvency proceedings of corporate groups will find that the approach of the Singapore courts to questions of cross-border insolvency provides the assurance of an orderly… more

Appeals, Bankruptcy Code, Chapter 11, Chapter 15, Corporate Restructuring

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Magdalena Nasilowska

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Paolo Nastasi

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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John Nathanson

SEC’s Enforcement Actions and Public Pronouncements Reinforce Approach on Digital Assets

On September 17, 2022, both the Securities and Exchange Commission and Ripple Labs, Inc. (with its Executive Chairman and CEO) filed motions for summary judgment in the SEC’s suit alleging that Defendants sold billions of units… more

Broker-Dealer, Digital Assets, Disclosure Requirements, Enforcement Actions, Howey

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Salim Nathoo

CRT and SRT trades: an introductory guide for issuers and investors - June 2024

Our new report provides a practical introduction to credit risk transfer (CRT) and significant risk transfer (SRT) trades. It is a comprehensive starting point for new issuers, investors and other stakeholders. While CRT… more

Capital Markets, Creditors, Derivatives, Digital Markets Strategy, Financial Institutions

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Susanah Naushad

FCPA Digest - Recent Trends and Patterns in the Enforcement of the Foreign Corrupt Practices Act - June 2023

In 2022, the DOJ and the SEC resolved a total of ten corporate enforcement actions under the FCPA, more than double the number in the previous year. While the average corporate penalties only slightly increased to $168 million… more

CFTC, Chief Compliance Officers, Compliance, Department of Justice (DOJ), Foreign Corrupt Practices Act (FCPA)

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Scott Neilson

“The Finance COP” – what does COP29 mean for financing parties?

Badged as “The Finance COP”, the UN Climate Change Conference in Baku (COP29) has drawn mixed reactions to its climate finance deal. However, the recognition of the role for both the private sector and multilateral agencies in… more

Climate Change, COP, Environmental Policies, Financing, Green Climate Fund (GCF)

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Ivo Nelissen

Q1 2025: Dutch employment law update

In our continuous effort to keep you informed on legislative developments, we wish to highlight the current consultation phase for upcoming legislation. This phase is an important step in the legislative process, allowing… more

Employment Contract, Independent Contractors, Minimum Salary, Netherlands, Over-Time

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Bill Nelson

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Paul Nelson

Russia-Ukraine conflict - Update on aviation insurance claims

As the Russia-Ukraine conflict continues, claims under aviation insurance policies have been a key focus, with a flurry of claims recently issued in the English, US, and Irish courts, and secondary market in the trading of… more

Aviation Industry, Insurance Claims, Insurance Industry, Policy Terms, Russia

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Michaela Nemethova

The employer's guide to Covid-19 coronavirus issues in Slovakia

In this article we answer 10 frequently asked questions for employers in connection with the Covid-19 coronavirus… more

Best Practices, Coronavirus/COVID-19, Emergency Management Plans, Employer Liability Issues, Infectious Diseases

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Dr Stephan Neuhaus

Amendments in UPC proceedings: current developments and practical guidelines

Recent decisions from various UPC divisions provide valuable guidance for parties seeking to amend their cases or patents. The decisions emphasize that it is crucial for parties to know how to distinguish between the rules for… more

Appeals, Dispute Resolution, EU, Germany, Jurisdiction

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Marek Neumann

Covid-19 coronavirus: litigation in Poland

Implications for banking and consumer litigation during the Covid-19 coronavirus pandemic, against the backdrop of the draft acts forming part of the "Anti-Crisis Shield" (the Draft Act), as at 26 March 2020… more

Coronavirus/COVID-19, Enforcement, Federal Taxes, Filing Deadlines, Filing Requirements

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Kyle Nevin

Nine key takeaways from the UAE's new Hydrogen Strategy

The UAE published its long-awaited hydrogen strategy last week, aiming to outline the key steps needed to position the UAE as a top global producer of low carbon hydrogen by 2031 and to support the UAE’s announced target of net… more

Carbon Emissions, Clean Energy, Clean Power Plan, Climate Action Plan, Climate Change

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Chris Newcomb

Non-consensual releases in Boy Scouts chapter 11 plan survive despite Purdue Pharma ruling

The Supreme Court’s landmark 2024 Purdue Pharma decision altered the landscape for bankruptcy releases and, in the process, put the resolutions of several other pending mass tort chapter 11 cases in question. A recent… more

363 Sales, Appeals, Bankruptcy Code, Boy Scouts, Chapter 11

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Danforth Newcomb

U.S. Imposes New Russia Sanctions and Export Controls and Warns of Risk of Continued Business with Russia

On February 23, 2024, the United States imposed its largest number of new sanctions and export control designations against Russia to date—targeting over 600 individuals and entities across a wide swath of the Russian economy… more

Bureau of Industry and Security (BIS), Corporate Counsel, Economic Sanctions, Export Controls, Office of Foreign Assets Control (OFAC)

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Jonathan Newman

Tenant Security Deposit or Unsecured Loan? State Law Disparity Leads to Forfeiture

Last month, Judge Caproni of the Southern District of New York issued a ruling stating that if a commercial lease does not require a landlord to hold a security deposit in trust and if there is no state statute generally… more

Bank Accounts, Commercial Leases, Commercial Real Estate Contracts, Commercial Tenants, Illinois

See all updates »

Caryn Ng

Why are take-private deals accelerating in Singapore and Hong Kong?

A growing number of companies are delisting from public markets globally. Here we examine what’s driving activity in Singapore and Hong Kong, and explore how shifting regulatory regimes are influencing transaction… more

Acquisitions, Delisting, Hong Kong, Mergers, Private Equity

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Susana Ng

China passes provisions to relax the cross-border data transfer regime

China has passed provisions which relax the current cross-border data transfer mechanisms. This comes as welcome news to the international business community, especially those with the need to export data from China in the… more

China, Cross-Border Transactions, Cybersecurity, Data Privacy, Data Protection

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Tsz Kwan (Gordon) Ng

HKMA guideline on Digital Bond Grant Scheme

On November 28, 2024, the Hong Kong Monetary Authority (HKMA) published the guideline on Digital Bond Grant Scheme (DBGS). As acknowledged in the 2024 Policy address, the DBGS is part of the Hong Kong Government and HKMA’s… more

Bonds, Digital Securities, Financial Regulatory Reform, Financial Services Industry, Hong Kong

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Dr Khanh Dang Ngo

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Hai Nguyen

Vietnam sets the stage for an International Financial Center

The National Assembly of Vietnam recently adopted a resolution establishing the framework for the creation, operation, monitoring and governance of an International Financial Center (IFC) in Ho Chi Minh City and Da Nang… more

Capital Markets, Digital Assets, Financial Services Industry, FinTech, Foreign Investment

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Cyrille Niedzielski

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Florence Ninane

New twist in the Illumina/GRAIL saga: Advocate General challenges European Commission’s power to review below-threshold mergers

In a much-anticipated opinion, Advocate General Nicholas Emiliou (AG) has advised the European Court of Justice (ECJ) to set aside the General Court (GC)’s Illumina/GRAIL judgment. The AG is of the view that the European… more

Antitrust Division, Antitrust Provisions, Competition, EU, EUMR

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Philippe Noeltner

EMIR 3 – the active account requirement

The latest revisions to the European Market Infrastructure Regulation (known as EMIR 3)1 brought about numerous changes affecting cleared markets, with potential impacts both within and outside the EU. Among these is the… more

Compliance, Derivatives, EMIR, EU, European Securities and Markets Authority (ESMA)

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Marjan Noor

English Court of Appeal rejects the EPO’s “serious contemplation” test for anticipation by prior disclosure overlapping with later patent

In the case of Jushi Group v OCV [2018] EWCA Civ 1416, the Court of Appeal has considered the question of the relevant test to apply when assessing whether a prior disclosure of numerical ranges will anticipate a later claim to… more

EU, European Patent Office, Patent Infringement, Patent Litigation, Patents

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Ruba Noorali

General Court Judgment in Canon – A Victory for Commission Gun-Jumping Enforcement

On 18 May 2022, the European General Court rejected Canon’s appeal against a €28 million fine imposed by the European Commission in 2019 for its breach of EU gun-jumping rules, just a few months after a similar judgment,… more

Acquisitions, Antitrust Provisions, Competition, Corporate Counsel, EU

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David Norman

Virtual APAC Corporate Academy Session 1 - Trends in private M&A

Every year, analysts at Allen & Overy review M&A data collected by the firm over the previous 12 months of deals. The analysts look for trends, year-on-year changes and differences in practice across the globe. Recently, we… more

Buyers, Escrow Accounts, Foreign Direct Investment, Sellers

See all updates »

Jodi Norman

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Fares Nowak

Sanction for scheme of arrangement refused by Hong Kong court: Key takeaways

Notwithstanding that the requisite statutory majority was obtained in the relevant creditors’ scheme meeting, the Hong Kong Companies Court refused to sanction a scheme of arrangement propounded by a company that professed to be… more

Commercial Litigation, Creditors, Dispute Resolution, Financial Institutions, Hong Kong

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Lee Noyek

U.S. Government announces new West Bank-related sanctions and designations

On February 1, 2024, President Biden issued an Executive Order imposing certain sanctions on persons determined to be undermining peace, security, and stability in the West Bank. In response to current hostilities and… more

Biden Administration, Blocking Sanctions, Economic Sanctions, Executive Orders, FinCEN

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Bertrand Nzabandora

ICO draft guidance on workplace monitoring

As part of its topic-specific guidance on employment practices and data protection, the ICO has released its draft guidance for monitoring employees at work for consultation. This blog sets out our initial thoughts on the… more

Biometric Information, Data Protection, Information Commissioner's Office (ICO), UK

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Colm Ó hUiginn

Energy & Infrastructure Insight—Winter 2021—Issue 5

We are delighted to bring you the fifth edition of our Energy & Infrastructure Insight, providing expert information and analysis of the current issues facing the energy and infrastructure sectors across the globe. Energy… more

Asia, Carbon Emissions, Clean Energy, Energy Projects, Energy Sector

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Clare O’Brien

COVID-19: Disclosure and Capital Markets Considerations for US Listed Public Companies

COVID-19: DISCLOSURE AND CAPITAL MARKETS CONSIDERATIONS FOR US LISTED PUBLIC COMPANIES - The outbreak and continuing spread of the novel coronavirus (“COVID-19”) and the related disruption to the worldwide economy are… more

Capital Markets, Coronavirus/COVID-19, Corporate Governance, Disclosure Requirements, MD&A Statements

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Kirsten O'Connell

Dubai’s new law to regulate construction activities and encourage investment

Dubai has just issued a new law regulating construction activities in the Emirate, Law No. (7) of 2025 (the Law). The Law’s objectives include encouraging investment in and regulating the activities of the construction sector in… more

Code of Conduct, Construction Industry, Contractors, Dubai, Ethics

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Zachary O'Dell

The planned modernization of German arbitration law brings a few specific improvements

The plans to modernize German arbitration law have moved forward in the form of the government bill (Regierungsentwurf) submitted to the German Parliament (Bundestag) on October 9, 2024 (available here). The Bundestag is due to… more

Arbitration, Arbitration Agreements, Arbitration Awards, Germany, International Arbitration

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Kate O'Donoghue

Cryptoassets & Insolvency: Legal, Regulatory and Practical Considerations

Cryptoassets have emerged from relative obscurity to become an increasingly significant and mainstream presence: in just five years the global market cap for cryptocurrencies rose from around $15 billion to over $3 trillion at… more

Bankruptcy Plans, Crypto Exchanges, Cryptoassets, Cryptocurrency, Debt Restructuring

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Rory O'Halloran

SEC Proposes Universal Proxy Cards in Contested Elections

On October 26, 2016, the SEC proposed amendments to the proxy rules that would require the use of universal proxies in all non-exempt solicitations in contested elections of directors. The focus of the SEC proposal is to require… more

Board of Directors, Contested Elections, Corporate Governance, Director Nominations, Dissident Shareholders

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Robert O’Leary

Mexico Nationalizes Lithium Mining

Over the last year, several Latin American countries, including Chile, Peru and Mexico, have discussed various measures that, if adopted, could materially affect the mining, energy and natural resource sectors. Shearman &… more

Data Mining, Dispute Resolution, International Arbitration, Mexico, Natural Resources

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Rachel O'Reilly

EU energy transition: European commission announces Strategic Projects outside of the EU to boost critical materials value chain

Following the commission’s announcement in March of the first 47 Strategic Projects under the EU Critical Raw Materials Act (Act) located within the EU (discussed in our previous article, the commission has confirmed 13… more

Clean Energy, Critical Infrastructure Sectors, Energy Policy, Energy Sector, EU

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Maura O’Sullivan

Debt Buyback and Liability Management Considerations in a Volatile Market

In light of continued negative macroeconomic trends—including but not limited to meaningfully higher global inflation, tightening monetary policy by central banks, volatile energy prices, slowing consumption, continued supply… more

Bank Loan Markets, Banks, Convertible Bonds, Debt Buyers, Debt Market

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Adam Obadia

Amendments to Luxembourg laws to implement MiCAR and TFR: key takeaways and impact on VASPs

On 21 May 2024, a bill of law n° 8387 was introduced before the Luxembourg Parliament. Its objective is to amend several pieces of Luxembourg legislation to operationalise various European regulations, in particular Regulation… more

Amended Legislation, Cryptoassets, Cryptocurrency, EU, Financial Services Industry

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Caroline Obenhuijsen

Latest developments on the EU Sustainability Omnibus

The EU’s sustainability reporting and due diligence landscape is in flux following the European Commission’s adoption of its highly anticipated Sustainability Omnibus package in late February 2025. In recent bulletins, we have… more

Corporate Sustainability Reporting Directive (CSRD), Due Diligence, Environmental Social & Governance (ESG), EU, European Commission

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David Odejayi

UAE's enhanced AML and CTF Regime: a journey from grey list to compliance

The UAE has continued to implement significant legislative and structural reforms during 2024 in areas including financial crime compliance, whistleblowing, and virtual assets regulation. These improvements demonstrate the… more

AML/CFT, Anti-Money Laundering, Compliance, Cryptocurrency, DFSA

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Nick Ognibene

AI diffusion rule rescinded; policy guidance for advanced integrated circuits and commodities issued

The U.S. Department of Commerce, Bureau of Industry and Security (BIS) announced on May 13, 2025, its plans to rescind the Artificial Intelligence Diffusion Framework (the Rule), the Biden-era regulation that imposed a… more

Artificial Intelligence, Bureau of Industry and Security (BIS), China, Enforcement Actions, Export Controls

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Samuel Ogunlaja

Energy & Infrastructure Insight – Winter 2020 – Issue 2

We are pleased to introduce the second edition of our Energy & Infrastructure Insight, providing information and analysis of current issues and projects across the globe. In this edition, we offer insights into the milestone… more

Africa, Economic Development, Energy Projects, Energy Sector, Foreign Investment

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Yuko Ohba

Excessive Pricing, ‘Pay-For-Delay’ and Rebates: A New Era of Enforcement in the Pharmaceutical Industry

The European Commission (EC) and other national competition authorities (NCAs) have traditionally shied away from investigating allegations of excessive pricing and appearing as price regulators. Commissioner Vestager warned… more

Abuse of Dominance, Actavis Inc., Antitrust Investigations, Court of Justice of the European Union (CJEU), EU

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Iñigo Olabarri

Labour and social security measures addressing the crisis provoked by Covid-19

Royal Decree 463/2020 of 14 March, by which the state of alarm in Spain is declared, includes a number of measures, among them the limitation of freedom of movement, which limits the freedom of movement of people, though it… more

Coronavirus/COVID-19, Infectious Diseases, Public Health, Spain

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Mateusz Oldak

How to protect your customers from payment fraud: recommendations from the Polish regulator

Payment service providers (PSPs) face a constant challenge to ensure the security of transactions carried out by their customers. The PSD2 Directive introduced standard rules and criteria for this purpose, but there is a still… more

Electronic Payment Transactions, Financial Institutions, Financial Services Industry, Fraud, Payment Services Directive

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Dr Udo Herbert Olgemöller

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Joshua Oliver

Navigating consent: emerging trends in children's data privacy across APAC

The Asia-Pacific (APAC) region has experienced a significant increase in internet usage among children, fueled by widespread access to smartphones, affordable data plans, and digital platforms. While this digital transformation… more

Asia Pacific, Consent, Data Privacy, Data Protection, New Legislation

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William Oliver

Silicon Valley Bank And Signature Bank: What You Need To Know On Pre-closure Contractual Obligations

The recent closures of Silicon Valley Bank and Signature Bank—the second and third largest bank failures in U.S. history—have raised a myriad of questions amongst borrowers and other counterparties as to the contractual… more

Banking Sector, Banks, Consumer Financial Products, Consumer Lenders, Financial Institutions

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Mårten Olsson

T+1 Settlement Coming May 28, 2024

On February 15, 2023, the SEC adopted several changes to shorten the standard settlement cycle for securities transactions to T+1 effective May 28, 2024… more

Broker-Dealer, Capital Markets, Domestic Securities Transaction, Securities, Securities and Exchange Commission (SEC)

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Sally Onions

What does Pillar Two mean for structured finance?

Born of the OECD’s base erosion and profit shifting (BEPS) project, the Pillar Two rules introduce a global minimum corporate tax rate of 15% on multinationals of a certain size. The reforms reflect the outcome of an… more

Capital Markets, Corporate Taxes, EU, Model Rules, OECD

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Sven Oppermann

COVID-19: New Insolvency Law for Businesses with COMI in Germany

As outlined in our client publication of March 27, 2020 (Update for Borrowers and Lenders in Germany), by a new law effective since March 27, 2020 (the “German Covid-19 Insolvency Law Amendment”), the obligation of the… more

Coronavirus/COVID-19, Germany, Insolvency, Relief Measures

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Géza Orbán

Harmonising EU Insolvency: perspectives from France, Germany and the Netherlands

The European Commission has proposed a new directive harmonising certain aspects of insolvency law. Proposals on clawback, pre-packs and directors' duties (among others) will be of interest to companies, directors, investors and… more

Avoidance, Creditors, EU, European Commission, Insolvency

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Marta Orce

The Spanish Constitutional Court declares certain squatter-protection rules in Catalonia null

On 28 January 2021 the Spanish Constitutional Court published a ruling that declares null several articles of the DL 17/2019 on the basis, among others, that annulled provisions affect basic elements of the constitutional right… more

Constitutional Courts, Leases, Private Property, Residential Leases

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Manuel Orillac

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Nicholas Ormondroyd

A Boost for U.K. Financial Services - The U.K. Financial Services and Markets Act 2023

The U.K.’s newest Financial Services and Markets Act of 2023 (“FSM Act”) received Royal Assent on 29 June 2023. Certain parts came into force on its passing, others will come into effect two months after that, and the remainder… more

Competition, EU, Financial Conduct Authority (FCA), Financial Institutions, Financial Regulatory Reform

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Daren Orzechowski

The changing face of AI in the U.S.

Following their ranking in Chambers and Partners’ inaugural U.S. ranking for Artificial Intelligence (AI) attorneys, our tech sector team has worked with Chambers and Partners to write three articles on the rapidly changing… more

Artificial Intelligence, California, Legal Technology, New Regulations, New York

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Kotoe Oshima

Leveraged Lending: Summary of ECB Guidance compared to US Guidance

In May 2017, the European Central Bank published its final Guidance on Leveraged Transactions (the “ECB Guidance”). The ECB Guidance will come into effect six months after publication and will apply to all “significant credit… more

EU, European Central Bank, Final Guidance, Leveraged Lending

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Sugianto Osman

Updates on OJK Regulation 45/2024

On December 27, 2024 the Indonesia Financial Service Authority (Otoritas Jasa Keuangan or the OJK) issued OJK Regulation No. 45 of 2024 on Development and Enhancement of Issuers and Public Companies (OJK Regulation… more

Capital Markets, Corporate Governance, Delisting, Disclosure Requirements, Enforcement Actions

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Justyna Ostrowska

Copyright in AI: key implications from ongoing legal cases

With major legal battles unfolding in both the UK (Getty v. Stability AI) and the U.S. (including Kramer v. Meta, The New York Times v. OpenAI, and Bartz v. Anthropic), the outcomes are set to reshape the entire AI landscape… more

Artificial Intelligence, Copyright, Copyright Infringement, Copyright Litigation, Intellectual Property Protection

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Ejiro Otu

Building a pathway to green real estate in the UAE

The UAE is leading the way in the Middle East in incorporating sustainability and environmental standards in construction and real estate. Ian Bevan and Ejiro Otu discuss that there is still more to be done to incentivise green… more

Building Standards, Climate Change, Dubai, Global Market, Green Buildings

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Olga Owczarek

Okpabi: Supreme Court rules that Nigerian communities can sue Shell and its Nigerian subsidiary in England

Okpabi and others (Appellants) v Royal Dutch Shell Plc and another (Respondents) [2021] UKSC 3, 12 February 2021. The UK Supreme Court has ruled that the English courts have jurisdiction to hear a claim by over 40,000… more

Board of Directors, Breach of Duty, Duty of Care, Parent Corporation, Subsidiaries

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Johann von Pachelbel

Germany’s upcoming new government – what to expect in the climate and energy sector

After the German federal government break-up in November 2024 and the new elections in February 2025, the political parties – Christian Democratic Union of Germany (CDU)/ Christian Social Union in Bavaria (CSU) and Social… more

Climate Change, Energy Policy, Energy Sector, Energy Storage, Environmental Social & Governance (ESG)

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Fraser Padmore

Gas Market Insolvencies in Great Britain: Legal, Regulatory and Insolvency Issues

Over the past decade there has been an influx of small- and medium-sized entrants to the U.K. gas supplier market, which is supervised by Great Britain’s independent energy regulator, the Office of Gas and Electricity Markets… more

Commercial Bankruptcy, Corporate Restructuring, Creditors, Debt Financing, Debt Restructuring

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Alexandro Padrés

Significant Developments in Chile’s Natural Resource Sector

Over the last year, several Latin American countries, including Chile, Peru, and Mexico, have discussed various measures that, if adopted, could materially affect the mining, energy and natural resource sectors… more

Chile, Corporate Taxes, Foreign Investment, Mining, Natural Resources

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Charlotte Page

Disputes 101 - Boilerplate provisions and how not to get scalded

In the fourth and final post on our series on Disputes 101 we look at boilerplate provisions on: entire agreements, non-reliance, oral variation (aka oral modification) and waiver. Entire agreement and non-reliance - Entire… more

Breach of Contract, Contract Disputes, Contract Interpretation, Contract Terms, Dispute Resolution

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Joanna Page

Risks for directors in the spotlight: Climate litigation

In this article we shine the spotlight on an emerging risk for directors - that of direct claims against them relating to acts or omissions addressing climate change. We briefly consider this fast developing area of litigation… more

Board of Directors, Breach of Duty, D&O Insurance, Fiduciary Duty

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Rory Page

Global trends in private markets: Spotlight on the Middle East 2025

The global private markets landscape is undergoing a profound transformation, marked by rapid growth, heightened competition, and a wave of innovation that is reshaping investment strategies and fund structures. Private… more

Capital Markets, EU, Financial Markets, Global Market, Investment

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Alessandra Pala

The Capital Markets Bill: A long-awaited reform at a glance

On 2 May 2023, the parliamentary debate to enact a long-awaited bill, commonly known as the Capital Markets Bill, commenced. The Capital Markets Bill is aimed primarily at introducing a number of significant changes in the… more

Asset Management, Capital Markets, EU, Small and Medium-Sized Enterprises (SMEs)

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Juliana Palavra Gorgueira

Hydrogen update Germany - new regulatory and market developments

Exciting times for hydrogen market participants in Germany – in the last months, a variety of new regulatory instruments and policy initiatives have been announced which will boost the ramp-up of the hydrogen economy in Germany… more

Climate Change, Electricity, Energy Projects, Energy Sector, Environmental Policies

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Reka Palla

Significant changes in the Spanish FDI regime: broader scope and protective rules that affect EU/EFTA investors

Spanish foreign direct investment (FDI) regime set out in Law 19/20031 has just been amended by Royal Decree-Law 34/2020, of 17 November (RDL 34/2020), which enters into force on 19 November 2020… more

EFTA, Foreign Direct Investment, Foreign Investment, Investment Controls, Spain

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Cristina Palma

SEC adopts climate-related disclosure regime covering all registrants

New rules reflect significant concessions in response to public comments, but compliance will require careful consideration and significant investment by SEC registrants. - Scope 3 emissions disclosure not required for any… more

Annual Reports, Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements

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Heather Pals

SEC Proposes New Disclosure Rules for Share Repurchases

On December 15, 2021, the Securities and Exchange Commission (SEC) proposed a new rule “intended to improve the quality, relevance and timeliness of information related to issuer share repurchases.” Specifically, the new rule… more

Disclosure Requirements, Publicly-Traded Companies, Repurchase Agreements, Repurchases, Securities and Exchange Commission (SEC)

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Tommaso Paltrinieri

Recent Italian insolvency law changes have important implications for guarantees

Recent amendments to the Italian Insolvency Code have been introduced by Legislative Decree no. 136 of September 13, 2024 (Decree 136). These amendments, together with certain recent Italian court decisions, have important… more

Amended Legislation, Capital Requirements Regulation (CRR), Consumer Credit Protection, Enforcement, EU

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Akshita Pandit

The Adler appeal: our key takeaways

The Adler appeal: Our key takeaways from the landmark Court of Appeal judgment setting aside the Adler restructuring plan, and what it means for future restructuring plans - The Court of Appeal has handed down its… more

Appeals, Companies Act, Corporate Governance, Corporate Restructuring, Creditors

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Isabelle Panis

Higher tax related money laundering risks for financial institutions

Financial institutions and other AML-obliged entities in Belgium now face increased criminal risks for laundering the proceeds of any type of tax fraud. Higher money laundering risks… more

Compliance, Financial Institutions, Money Laundering, Tax Evasion, Tax Fraud

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Eliana Paredis

Antitrust in focus - May 2025

This newsletter is a summary of the antitrust developments we think are most interesting to your business. Eliana Paredis (counsel based in Brussels) is our editor this month. She has selected: - European Commission kicks off… more

Antitrust Violations, Competition Authorities, Enforcement Actions, EU, European Commission

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Donna Parisi

CFTC announces final guidance regarding voluntary carbon credit derivative contracts

On September 20, 2024, the U.S. Commodity Futures Trading Commission (“CFTC”) announced that it had approved final guidance (the “Final Guidance”) for designated contract markets (“DCMs”) that list voluntary carbon credit… more

Carbon Emissions, CFTC, Commodity Exchange Act (CEA), Derivatives, Designated Contract Markets (DCMs)

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Nigel Parker

US, Australian, New Zealand and UK cybersecurity agencies publish guidance on best practices for securing data used to train and operate AI systems

On May 22 2025, the cybersecurity agencies from the US, UK, Australia, and New Zealand published a Cybersecurity Information Sheet (CIS) on ensuring that data used to train and use artificial intelligence (AI) and machine… more

Algorithms, Artificial Intelligence, Cybersecurity, Data Management, Data Security

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Michael Parshall

Navigating governance during financial distress

Financial distress for a company always places additional emphasis on governance—and on the duties of the directors of the company. The Australian legal system has a clear system of duties for directors—a period of financial… more

Australia, Corporate Governance, Creditors, Directors, Duty of Care

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James Partridge

The world needs different

Becoming a truly diverse and inclusive organisation remains a top priority, as A&O adds disability and social mobility to its focus… more

Business Strategies, Career Development, Disabilities, Diversity, Diversity and Inclusion Standards (D&I)

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Nahima Parvin

Lord, “My articles conflict with my shareholders’ agreement”

Court finds “unimportant untidiness” rather than true conflict between the articles and shareholders’ agreement… more

Majority Shareholders, Minority Shareholders, Shareholders, Shareholders' Agreements

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Josef Parzinger

The Adler appeal: our key takeaways

The Adler appeal: Our key takeaways from the landmark Court of Appeal judgment setting aside the Adler restructuring plan, and what it means for future restructuring plans - The Court of Appeal has handed down its… more

Appeals, Companies Act, Corporate Governance, Corporate Restructuring, Creditors

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Nadia Pascal

New RTS for sustainable finance disclosure regulation (SFDR) – key points for fund and asset managers

As Firms continue to implement SFDR, which applies on 10 March 2021 across the EU, our latest Great Fund Insights client alert gives further detail on the Regulatory Technical Standard and how firms can make sense of the new… more

Corporate Governance, Environmental Social & Governance (ESG), EU, European Commission, European Supervisory Authorities (ESAs)

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Julia Pashin

Treasury and the IRS Finalize Regulations on Withholding on the Disposition of a Partnership Interest by a Foreign Partner

On October 7, 2020, the U.S. Department of Treasury (“Treasury”) and the Internal Revenue Service (IRS) finalized regulations (T.D. 9926) (the “Final Regulations”) with respect to the withholding tax imposed under section… more

Corporate Taxes, Foreign Derived Intangible Income (FDII), Foreign Tax Credits, Income Taxes, Internal Revenue Code (IRC)

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Patrizia Pasqualini

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Kendall Pauley

National Security Division Announces New Self-Disclosure Policy in M&A Transactions

The National Security Division (NSD) of the Department of Justice announced a new self-disclosure policy on March 7, 2024 (M&A Policy) that impacts corporations, private equity firms, and venture capital firms and their merger… more

Acquisitions, Department of Justice (DOJ), Investors, Merger Controls, Mergers

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Robert Pavlu

Directive (EU) 2020/1828: A new framework for EU class actions

For many years now, the EU has sought to create a collective redress mechanism across the EU market. Half of the EU member states have little or no such mechanism… more

Class Action, Collective Actions, Collective Redress, EU, EU Directive

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Arkadiusz Pedzich

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Michael Pek

High Court further clarifies when foreign companies may use Singapore’s restructuring regime

In Re Zipmex Co Ltd (2022), the Singapore High Court held that Thai, Indonesian and Australian subsidiaries of the Zipmex Group had their Centre of Main Interest in Singapore. It noted that it would have been evident to account… more

COMI, Insolvency, Jurisdiction, Restructuring, Singapore

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Jeffrey Pellegrino

SPACs listings in Hong Kong – a comparison among different jurisdictions

On 17 December 2021, the Hong Kong Stock Exchange (HKEX) published consultation conclusions allowing the listing of Special Purpose Acquisition Companies (SPACs) in Hong Kong. This follows the publications of new rules on SPACs… more

Hong Kong, Hong Kong Stock Exchange, Initial Public Offering (IPO), Special Purpose Acquisition Companies (SPACs)

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Julie van Pelt

How the European SAF mandate impacts market dynamics

The aviation industry is facing a transformative challenge to step up its efforts to reduce carbon emissions. Increased use of Sustainable Aviation Fuel (SAF) plays a pivotal role in this efforts with its potential to reduce… more

Airlines, Airports, Aviation Industry, EU, Fuel Supply

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Bob Penn

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Paul Péporté

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Samantha Peppers

U.S. DOJ announces substantial strategic shifts in white-collar crime enforcement

A new U.S. DOJ memo published on May 12 announces significant changes to the DOJ’s white-collar crime enforcement priorities, aligning the DOJ’s approach with the Trump Administration’s “America First” agenda… more

Department of Justice (DOJ), Enforcement Priorities, Financial Institutions, Fraud, National Security

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Shaun Pereira

Recent Developments—International Arbitration in Asia

Despite the impact of COVID-19 on business activity around the world, the international arbitration jurisprudence in Singapore has continued to grow consistently with the country’s reputation as a leading hub for international… more

International Arbitration, Singapore

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Sian Perez

Distressed energy supply companies: further guidance for officeholders and stakeholders

Utility Point: the English High Court provides directions on key aspects of the supplier of last resort regime… more

Electricity, Energy Sector, Renewable Energy, UK

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Ellen Permentier

Due process in internal investigations in Belgium: mixed signals given by the Supreme Court and the legislator.

Last month, the Belgian Supreme Court ruled in a case concerning a former employee who, following an internal investigation, had been first dismissed by her employer for and subsequently convicted of several criminal offences,… more

Belgium, Compensation & Benefits, Corporate Governance, Criminal Prosecution, Employer Liability Issues

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Betsy Perry

No patents, no problem: how Formula 1 technology races ahead without patent protection

As arguably the most technologically advanced sport in the world, where cutting-edge R&D is critical to achieving results on the track, it would be reasonable to assume that patents play a pivotal role in protecting innovation… more

Innovation Patent, Intellectual Property Protection, Inventions, Patent Applications, Patents

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C. Jones Perry Jr.

Election Year Estate Planning

Significant tax reform could be imminent, depending on whether Biden or Trump wins next month’s election and which party controls Congress. Joe Biden’s tax plan proposes changes that would drastically impact wealth transfer… more

Capital Gains, Estate Planning, Estate Tax, Gift Tax, Income Taxes

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Scott Petepiece

M&A in a period of turbulence

Macroeconomic volatility, shifting trade policies, and regulatory change continue to shape the dealmaking landscape. Here we explore the challenges and opportunities for buyers and sellers navigating uncertain markets. The… more

Acquisitions, Antitrust Provisions, Financial Institutions, Hart-Scott-Rodino Act, Merger Reviews

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Sylvain Petit

Global M&A Insights: Lateral thinking in fast-moving markets

How are dealmakers responding to an uncertain and volatile macro environment? Our latest M&A Insights report offers a global perspective on the forces shaping M&A activity, from the rising interest in the European defense… more

Acquisitions, CFIUS, European Commission, Foreign Investment, Global Dealmaking

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Djordje Petkoski

Antitrust in focus - June 2025

Under the Biden administration, the U.S. antitrust agencies, particularly the U.S. Department of Justice Antitrust Division (DOJ or Antitrust Division), were unusually resistant to negotiated merger remedies. Instead, they… more

Antitrust Division, Biden Administration, Department of Justice (DOJ), Enforcement Actions, Federal Trade Commission (FTC)

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Francesca Petronio

White-collar crime developments in Italy: trends and developments

There has been an increase in enforcement action and strategies relating to cybercrimes, supply-chain related offenses, VAT fraud, corruption, and money laundering. A significant shift has been prompted by the EU Corporate… more

Compliance, Corporate Governance, Corporate Liability, Corruption, Cyber Crimes

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Michael Pettingill

The Recession is Here – Remember the Real Estate Workout?

The time is nigh. The COVID-19 pandemic makes a significant economic downturn in 2020 more probable than ever. More than a decade after the start of the Great Recession, we stand at the precipice of another recession. It was a… more

Commercial Real Estate Market, Coronavirus/COVID-19, Due Diligence, Economic Downturn, Financial Services Industry

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Nhung Pham

SEC Proposes to Increase Form 13F Reporting Threshold

Proposed Amendments to Form 13F Would Increase the Reporting Threshold from $100 Million to $3.5 Billion, Among Other Changes On July 10, 2020, the U.S. Securities and Exchange Commission (SEC) issued a proposed rule (the… more

Filing Requirements, Form 13F, Investment Adviser, Securities and Exchange Commission (SEC)

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Nicholas Phillips

Moving the Goalposts: Football Governance Bill introduces Independent Football Regulator to Parliament

As the UK Government seeks to put sustainability at the heart of the beautiful game, in this article we consider: The Bill’s introduction to Parliament represents the culmination of several years of UK Government activity… more

Acquisitions, Commercial Litigation, Corporate Governance, Football, Legislative Agendas

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Ross Phillipson

Mitigating third-party provider cybersecurity risks navigating the Australian legal framework

Cybersecurity breaches originating from third-party providers (TPPs) are an escalating concern for Australian businesses. As supply chain risks grow, there is a mounting public expectation that the entity that commissioned the… more

Australia, Cybersecurity, Data Privacy, Data Protection, New Legislation

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Olivier Picquerey

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Natalya Pilbeam

Trust, but Verify: The Recipe for A Global Carbon Credit Trading System

The Need for a Unified Carbon Credit Market - Industries which cannot easily decarbonize would love to be able to claim reductions in net greenhouse gas (GHG) emissions by “offsetting”—creating or buying carbon credits. For… more

Carbon Emissions, Climate Change, Energy Policy, Environmental Policies, Environmental Social & Governance (ESG)

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Alexander Pirard

The EU Foreign Subsidies Regulation

Impact on public procurement procedures. The EU Foreign Subsidies Regulation (FSR) was published on 23 December 2022. It will take effect on 12 July 2023 and provides for mandatory notification requirements from 12 October… more

Draft Implementation Regulations, EU, European Commission, Foreign Subsidies, Procurement Guidelines

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Petra Plasilova

Recent Regulatory Developments in the Mexican Power Sector—Chapter 2: The Tug of War Continues

As a follow-on to our May 27, 2020 note “Recent Regulatory Developments in the Mexican Power Sector” (referred to hereinafter as “Chapter 1”), this note highlights further developments in the escalating clash between the… more

Coronavirus/COVID-19, Energy Projects, Energy Sector, Mexico, Solar Energy

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Tom Platt

Service levels and service credits tips and tricks

The Roman empire dominated the Mediterranean with their fearsome fleet of ships. One of their secrets? They apparently outsourced the crewing of some ships to private merchants. Some merchants would agree to ensure the ships… more

Consumer Contracts, Contract Terms, UK

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Marc Plepelits

The Financing for the Future Act: Reforms for German ECM transactions

The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - The… more

Capital Markets, EU, Financial Institutions, Germany, Initial Public Offering (IPO)

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Patrick Ploeger

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Dustin Plotnick

Lummis-Gillibrand Responsible Financial Innovation Act proposes comprehensive regulatory framework for digital assets in the United States

On June 7, 2022, Senator Kirsten Gillibrand (D-NY) and Senator Cynthia Lummis (R-WY) introduced the Responsible Financial Innovation Act (RFIA), a highly anticipated legislative proposal that, if enacted by Congress and signed… more

CFTC, Cryptocurrency, Digital Assets, Distributed Ledger Technology (DLT), Popular

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Christopher Poel

Petrofac restructuring plan overturned by the Court of Appeal

In this alert, we consider the Court of Appeal’s judgment setting aside Petrofac’s restructuring plan sanction order, which marks the second occasion on which the Court of Appeal has overturned a previously sanctioned plan… more

Appeals, Bankruptcy Court, Chapter 11, Corporate Governance, Corporate Restructuring

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Alexis Poisson

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Erwan Poisson

French Class action reform: key changes introduced by the law of April 30, 2025

Until this date, five different class actions regimes applied to consumer protection, antitrust, public health, discrimination, data protection, and environmental law. Each of these regimes had its own specificities regarding… more

Antitrust Provisions, Class Action, Consumer Protection Laws, Damages, Data Protection

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Stephen Ponticiello

Executive compensation and employee benefits provisions of the Budget Reconciliation Bill

On July 3, 2025, Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”), which was signed into law on July 4, 2025. The Act sets out a wide range of changes to U.S… more

American Rescue Plan Act of 2021, Corporate Taxes, Employee Benefits, Executive Compensation, Highly Compensated Employees

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Charles Poole-Warren

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Karolina Popic

EU Securitisation Regulation – The end of tax notification obligation for European investors in Australian securitisations

On 5 October 2021, some good news for the Australian securitisation market came from the EU following a decision by the Council (linked here) to recognise that Australia has implemented all the necessary tax reforms (in… more

Australia, EU, Institutional Investors, Investors, Tax Reform

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Beverley Potts

UPC Court of Appeal clarifies approach to claim construction

Insulet v EOFlow UPC_CoA_768/2024 (Ord_69078/2024) The Unified Patent Court (UPC) Court of Appeal has issued a significant decision that provides important guidance on the interpretation of patent claims in UPC proceedings… more

Appeals, Claim Construction, Expert Testimony, Healthcare, Patent Infringement

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Helena Potts

Show me the Cryptocurrency: English High Court Grants Novel Information Orders Against Crypto Exchanges

The High Court has once again grappled with novel issues raised by disputes concerning cryptoassets, this time in the context of an interim application for information orders… more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Cyber Crimes, Cybersecurity

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Emily Semands Poulsen

SEC Proposes to Increase Form 13F Reporting Threshold

Proposed Amendments to Form 13F Would Increase the Reporting Threshold from $100 Million to $3.5 Billion, Among Other Changes On July 10, 2020, the U.S. Securities and Exchange Commission (SEC) issued a proposed rule (the… more

Filing Requirements, Form 13F, Investment Adviser, Securities and Exchange Commission (SEC)

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Lachlan Poustie

EU energy transition: European commission announces Strategic Projects outside of the EU to boost critical materials value chain

Following the commission’s announcement in March of the first 47 Strategic Projects under the EU Critical Raw Materials Act (Act) located within the EU (discussed in our previous article, the commission has confirmed 13… more

Clean Energy, Critical Infrastructure Sectors, Energy Policy, Energy Sector, EU

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Helen Powell

UK Pensions: What's new this week? August 4, 2025

TPR blog post on managing systemic risks - The latest blog post from the Pensions Regulator (TPR) highlights the importance of managing systemic risks, including climate change, nature loss and broader ESG factors, as "a core… more

Climate Change, Data Privacy, Environmental Social & Governance (ESG), Fiduciary Duty, HMRC

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Jason Pratt

Carbon fraud is on the rise—but so is the regulatory counteroffensive

At COP29 in Baku, new rules were adopted for carbon markets under Article 6 of the Paris Agreement. These rules are meant to increase the transparency of the country-to-country trading of carbon credits under Article 6.2. They… more

Carbon Emissions, CFTC, Climate Change, Compliance, Enforcement Actions

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Florian Preinfalk

EU restricts Chinese access to public procurement of medical devices

Last Friday, the European Commission announced its first International Procurement Instrument (IPI) measure, excluding “economic operators” from China from participation in EU public procurement procedures for medical devices… more

China, Economic Sanctions, EU, European Commission, International Trade

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Jack Prettejohn

Bankers bonus cap lifted - what does it mean for the banks

PRA and FCA plans to remove the bankers’ bonus cap requirements have been accelerated, giving banks flexibility to depart from a strict regulatory cap with immediate effect… more

Banking Sector, Banks, Bonuses, EU, Financial Conduct Authority (FCA)

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Jean Price

The continuing journey towards buy now, pay later regulation

One could be forgiven, amidst the noise and glamour of the Leeds Reforms and the Mansion House speech, for having missed the snappily titled Financial Services and Markets Act 2000 (Regulated Activities etc.) (Amendment) Order… more

Buy Now Pay Later (BNPL), Compliance, Consumer Protection Laws, Disclosure Requirements, Financial Conduct Authority (FCA)

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Pavel Prihoda

Covid-19 coronavirus: Impending changes to credit facilities agreements of Czech borrowers

The Czech government has submitted to the Parliament a proposal which would ultimately result in temporary changes to credit facilities agreements and certain other finance documents of, amongst others, corporate borrowers… more

Borrowers, Coronavirus/COVID-19, Czech Republic

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Sophie Pringle

Disputes 101- Contractual interpretation: through the looking-glass

If you draft contracts, you want to ensure, if there's ever a dispute, that the court agrees with your meaning. As a litigator, you will want the words to mean whatever your client wants them to mean. Either way, you need to… more

Breach of Contract, Business Litigation, Contract Disputes, Contract Drafting, Contract Interpretation

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Cole Pritchett

Sanctions Round Up: Second Quarter 2022

With the war in Ukraine raging on, the U.S. continued to escalate its sanctions response against Russia. The U.S. announced extensive trade and investment bans that prohibit U.S. persons from making any “new investment” in the… more

Banking Sector, Biden Administration, Economic Sanctions, Financial Institutions, Foreign Policy

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Jan-Willem Pruegel

The UPC’s interpretation of inventive step: does it follow the problem-solution approach?

UPC case law on the assessment of inventive step is still evolving. Most local division (LD) decisions have indicated a slightly diverging practice from the EPO’s problem-solution approach. However, more recently, others have… more

Claim Construction, EU, European Patent Office, Germany, Obviousness

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Dr Sven Prüfer

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’… more

Best Practices, Board of Directors, Corporate Governance, Corporate Liability, Corporate Management

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Piotr Przybylski

2024 year in review: A&O Shearman Real Estate practice

Throughout 2024, our leading real estate practice has solidified its presence in the Polish market. We have supported our clients in numerous high-profile transactions, reflecting our expertise and unwavering commitment to… more

Acquisitions, Asset Management, Investment, Investment Funds, Joint Venture

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Taylor Pugliese

The UK’s new lighter-touch short selling regime

The U.K. Short Selling Regulations 2025 (“SSR 2025”) have been made. This paves the way for the U.K. to repeal and replace the regime implemented while the U.K. was in the European Union and then onshored into U.K. domestic law… more

Capital Markets, Disclosure Requirements, EU, Financial Conduct Authority (FCA), Financial Markets

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Kate Pumfrey

UK SMCR overhaul: understanding the FCA, PRA and HM Treasury's proposals for reform

Since its inception in 2016, the Senior Managers and Certification Regime (SMCR) has served as a cornerstone of the UK’s financial services regulatory landscape, designed to enhance individual accountability and raise standards… more

Compliance, Financial Conduct Authority (FCA), Financial Services Industry, HM Treasury, Prudential Regulation Authority (PRA)

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Nicholas Putz

The Trump era DOJ and FTC: a return to merger remedies

This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement is… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Department of Justice (DOJ), Enforcement Actions

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Jeffrey Quinn

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Alex Rabatin

SEC adopts climate-related disclosure regime covering all registrants

New rules reflect significant concessions in response to public comments, but compliance will require careful consideration and significant investment by SEC registrants. - Scope 3 emissions disclosure not required for any… more

Annual Reports, Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements

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Lucia Raimanova

2022 Empirical Study: Costs, Damages and Duration in Investor-State Arbitration in the CEE Region

This study examines over 100 investor-State cases, which involved countries of Central and Eastern Europe (CEE) as respondent States and were conducted under ICSID, UNCITRAL and other arbitration rules and gives a comprehensive… more

Arbitration, Arbitration Awards, Dispute Resolution, International Arbitration

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Lisa Raisner

CFIUS and Beyond – Navigating the Complicated Universe of Regulatory and Other Constraints Related to US National Security

The reach and authority of the U.S. government over what it considers to be national security concerns is broad, increasing and often not subject to judicial appeal. In response to mounting threats to the personal, economic and… more

CFIUS, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions, Emerging Technology Companies

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Sara Raisner

Lessons for Public Companies’ Disclosure Controls from Recent SEC Enforcement

The SEC’s Division of Enforcement has increasingly put the spotlight on disclosure controls— the processes that public companies use to collect information for disclosures in their public filings. The agency recently charged… more

Board of Directors, Corporate Counsel, Disclosure, Enforcement Actions, Publicly-Traded Companies

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Brin Rajathurai

The FASTER Directive—where are we now?

After years of negotiation and technical debate, the European Union’s Faster and Safer Tax Relief of Excess Withholding Taxes Directive (“FASTER Directive”)—aimed at streamlining and harmonizing withholding tax (WHT) relief… more

Capital Markets, EU, European Commission, Financial Institutions, Investors

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Kaleigh Aucoin Ramsey

Airlines: Options under Airline Contractual Arrangements

Force Majeure, Impossibility and Frustration under New York and English Law - Force Majeure. As with many other industries around the world, supply arrangements in the aviation industry have suffered major disruption as a… more

Airlines, Aviation Industry, Force Majeure Clause

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Ted Randolph

SEC Proposes to Increase Form 13F Reporting Threshold

Proposed Amendments to Form 13F Would Increase the Reporting Threshold from $100 Million to $3.5 Billion, Among Other Changes On July 10, 2020, the U.S. Securities and Exchange Commission (SEC) issued a proposed rule (the… more

Filing Requirements, Form 13F, Investment Adviser, Securities and Exchange Commission (SEC)

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Victoria Rankmore

Reflections on the 2025 AGM and reporting season

As the 2025 AGM and reporting season passes its peak, we have produced a note of our reflections on what we’ve seen in the market so far this year, and developments we’re expecting in the coming months. The key themes covered… more

Board of Directors, Capital Markets, Climate Change, Corporate Governance, Environmental Social & Governance (ESG)

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Edward Rarity

General Court Decision in Illumina / Grail Vindicates Commission’s Article 22 Referral Policy

Quick Read - - The EU’s jurisdiction to review mergers is no longer linked to notification. This is a big change and sharply reduces parties’ ability to predict antitrust hurdles to closing based on notification thresholds. -… more

Anti-Competitive, Antitrust Provisions, EU, European Commission, Member State

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Arasa Tharshini Rasadurai

High Court clarifies limits on collateral use of documents obtained by the FCA pursuant to a request for mutual legal assistance: FCA v (1) Papadimitrakopoulos (2) Gryparis [2022] EWHC 2792 (Ch)

In a strike out application, the High Court has reaffirmed that materials obtained through a formal request for mutual legal assistance (MLA) can only be used for the purpose stated within the request, absent express consent… more

Financial Conduct Authority (FCA), Financial Services Industry, Market Abuse, UK

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Lauren Rasking

Sports arbitration awards potentially open to review by EU courts – is commercial arbitration next

In Seraing v FIFA e.a., Advocate General Capeta (AG) has taken the view that the principle of effective judicial protection means that EU Member State courts should be able to fully review the compliance of an award of the Court… more

Arbitration, Arbitration Agreements, Arbitration Awards, Compliance, Court of Justice of the European Union (CJEU)

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Amelia Rasmussen

The FTC Sets its Sights on Noncompete Agreements, Launches First Major Standalone Section 5 Claims

Last week, the FTC announced two significant moves. First, the FTC brought its first major standalone Section 5 actions, targeting certain companies’ employment noncompete agreements as unfair methods of competition. The very… more

Anti-Competitive, Competition, Corporate Counsel, Employer Liability Issues, Employment Contract

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Ruth Rawas

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Matthew Readings

UK merger control to see faster reviews and clarified jurisdictional tests

The Competition and Markets Authority (CMA) has launched a consultation on proposed changes to its mergers guidance on jurisdiction and procedure (CMA2) and its mergers notice template… more

Competition, Jurisdiction, Merger Controls, Merger Reviews, Mergers

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Lily Redpath

English courts take jurisdiction over Malaysian forced labour allegations - Limbu v Dyson

The English Court of Appeal has ruled that the English courts have jurisdiction to hear a claim brought by a group of migrant workers against three companies in the Dyson group alleging trafficking and abuses of their labour and… more

Appeals, Business Litigation, Employee Rights, Employment Litigation, EU

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Michael Reede

Myanmar update from on the ground: Changes to the Electronic Transactions Law and the impact on financial institutions

The amended Electronic Transactions Law (ETL) is one of several legislative changes that have emanated from the recent military takeover in Myanmar. These changes affect banks, insurers, providers of payments infrastructure and… more

Banks, Financial Institutions, Financial Services Industry, Myanmar

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Ella Rees

Pro bono support for asylum seekers detained in the UK

To mark UK National Pro Bono Week, A&O volunteers talk about their work to support asylum seekers at risk of removal from the UK to Rwanda… more

Asylum, Immigration Procedures, Pro Bono, Refugees, UK

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Rachel Reeves

Restrictive covenants, Brexit and the war for talent – why protecting your confidential information has never been more important

In an age of artificial intelligence and robotics and where electric cars are now a reality, restrictive covenants in employment contracts are essential armour for any employer. Certainly for Dyson Technology Limited (DTL),… more

Confidential Information, Employer Liability Issues, Enforcement Actions, Restrictive Covenants, UK

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Ben Regnard-Weinrabe

The continuing journey towards buy now, pay later regulation

One could be forgiven, amidst the noise and glamour of the Leeds Reforms and the Mansion House speech, for having missed the snappily titled Financial Services and Markets Act 2000 (Regulated Activities etc.) (Amendment) Order… more

Buy Now Pay Later (BNPL), Compliance, Consumer Protection Laws, Disclosure Requirements, Financial Conduct Authority (FCA)

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Jose Rego

Budget Reconciliation Bill signed into law

On July 3, 2025, the U.S. Congress passed H.R. 1, “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (the “Act”). The Act was signed into law on July 4, 2025. The House of Representatives passed… more

Base Erosion and Anti-Abuse Tax (BEAT), Energy Tax Incentives, Internal Revenue Code (IRC), International Tax Issues, Opportunity Zones

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Naomi Reijn

Dutch Bonus Cap and Brexit

Dutch Central Bank provides explanation on international holding exception and Dutch Minister of Finance comments on circumvention. On 3 March 2017, the Dutch Central Bank (De Nederlandsche Bank or DNB) published a Q&A that… more

Banks, European Economic Area (EEA), FSMA, Netherlands, UK Brexit

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Sorsha Reilly

20 Questions for Qualifying Asset Holding Companies (QAHCs)

The Finance Act 2022 (FA22) has introduced a new regime for qualifying asset holding companies (“QAHCs”). The new regime, which came into force on 1 April 2022, offers qualifying companies a wide range of tax benefits, broadly… more

Corporate Taxes, Income Taxes, Investors, UK, Value-Added Tax (VAT)

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Harun Reksodiputro

Updates on OJK Regulation 45/2024

On December 27, 2024 the Indonesia Financial Service Authority (Otoritas Jasa Keuangan or the OJK) issued OJK Regulation No. 45 of 2024 on Development and Enhancement of Issuers and Public Companies (OJK Regulation… more

Capital Markets, Corporate Governance, Delisting, Disclosure Requirements, Enforcement Actions

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François Renard

New Implementing Regulations of China’s Anti-Monopoly Law: Highlights and Implications

Following last year’s significant amendments to the PRC Anti-Monopoly Law (2022 AML) the State Administration for Market Regulation (SAMR) has published final versions of the accompanying implementing regulations. Taking effect… more

Abuse of Dominance, Anti-Competitive, Anti-Monopoly, China, Gun-Jumping

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Nadya Renatta

Updates on OJK Regulation 45/2024

On December 27, 2024 the Indonesia Financial Service Authority (Otoritas Jasa Keuangan or the OJK) issued OJK Regulation No. 45 of 2024 on Development and Enhancement of Issuers and Public Companies (OJK Regulation… more

Capital Markets, Corporate Governance, Delisting, Disclosure Requirements, Enforcement Actions

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Günther Rensen

Wetsvoorstel transparantie maatschappelijke organisaties naar Tweede Kamer

Overview Nieuwe verplichtingen tot verstrekken van informatie over buitenlandse giften en het deponeren van balans en staat van baten/lasten voor maatschappelijke organisaties… more

Balance Sheets, Donations, Netherlands, Transparency

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Jeffrey Resetarits

Updated New York Order Maintains Tolling - September 2020

In connection with the continued efforts of New York State to grapple with the COVID-19 pandemic, a recent order updated the emergency measures in place impacting pending and potential litigation in New York and possibly… more

Coronavirus/COVID-19, Executive Orders, Filing Deadlines, Governor Cuomo, New York

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Maura Rezendes

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Philippa Richards

UK guidance on acquisitions and increases in control in PRA and FCA authorised firms

The UK financial services regulators, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA), have recently set out their final policy on the assessment of acquisitions and increases in control of PRA… more

Acquisitions, Corporate Governance, EU, Final Rules, Financial Conduct Authority (FCA)

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Jo Rickard

FCPA Digest 2019 – Recent Trends and Patterns in the Enforcement of the Foreign Corrupt Practices Act

The January 2019 FCPA Digest is an invaluable compendium of all FCPA-related developments in 2018, including US foreign bribery proceedings and criminal prosecutions, DOJ foreign bribery civil actions, SEC actions, DOJ opinion… more

Bribery, Chief Compliance Officers, Compliance, Department of Justice (DOJ), Enforcement Actions

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Mark Ridgway

Changes in the global patent litigation landscape: The impact of the UPC

The global patent landscape shifted very significantly in June last year, with the opening of the long-awaited European Unified Patent Court (the UPC). This single, one-stop judicial framework provides, for the first time, a… more

EU, European Patent Office, Intellectual Property Litigation, Intellectual Property Protection, Patent Litigation

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Cindy Riswantyo

Indonesia toll road update

Law No 38 of 2004 on Roads was amended on 12 January 2022 by Law No 2 of 2022 (the Road Law) and we have identified three changes which impact investment in the toll road sector. One is relating to tariff, the other on… more

Indonesia, Infrastructure, Roads, Toll Roads

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Ken Rivlin

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Jason Rix

Hague Judgments Convention 2019 in force for the UK from July 1—key points for commercial parties

The 2019 Hague Convention on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters (the Judgments Convention) is in force for the UK from July 1, 2025… more

Commercial Litigation, Contract Terms, Cross-Border Transactions, Dispute Resolution, Enforcement

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Patrick Robbins

SEC’s Division of Examinations Issues Risk Alert Regarding MNPI-Related Compliance Issues for Investment Advisers

On April 26, 2022, the Division of Examinations (the “Division”) of the Securities and Exchange Commission issued a Risk Alert listing notable examples of deficiencies that its staff has identified regarding investment advisers’… more

Broker-Dealer, Compliance, Enforcement Actions, Fund Managers, Investment Adviser

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Rachel Robbins

Employment risks associated with employees bringing their whole selves to work

Now that diversity and inclusion have been elevated to commercial imperatives, the mantra “bring your whole self to work” is becoming business as usual… more

Diversity and Inclusion Standards (D&I), Employer Liability Issues, Gender Identity, Transgender

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Ian Roberts

Additional Guidance for Drafting Dedications: Delaware Bankruptcy Court Rejects Southland Dedication

The oil and gas industry in the United States is highly dependent upon an intricate set of agreements that allow oil and gas to be gathered from privately owned land. Historically, the dedication language in oil and gas… more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Energy Sector

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Lyle Roberts

United States Supreme Court Hears Oral Argument in Securities Act Case Raising Questions of Standing

Yesterday the United States Supreme Court heard oral argument in a case raising questions of when investors have standing to sue under Sections 11 and 12(a)(2) of the Securities Act of 1933 (the “Securities Act”). Slack… more

Investors, SCOTUS, Securities, Securities Act of 1933, Securities and Exchange Commission (SEC)

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Sian Roberts

Economic Crime and Corporate Transparency Act 2023: where are we and what’s next?

The Economic Crime and Corporate Transparency Act 2023 (ECCTA) has made, and will continue to make, significant amendments to company law in the UK. Since the first raft of company law changes implementing parts of ECCTA came… more

Beneficial Owner, Corporate Governance, Corporate Transparency Act, Disclosure Requirements, Filing Requirements

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Charlotte Robins

10 lessons in sustainability regulation

Creating an effective regulatory framework will be critical to deliver Net Zero. But does that mean more – or less – regulation? From trade agreements to taxonomies, carbon adjustment mechanisms to corporate sustainability… more

Asia Pacific, Carbon Capture and Sequestration, Climate Change, Corporate Governance, Corporate Social Responsibility

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Emily Robinson

Navigating the uncertainties: the impact of the Renters' Rights Bill on institutional investors in the English private rental sector

Few would disagree that elements of the English rental sector are ripe for a reshape. The Renters' Rights Bill (the Bill) aims to equip vulnerable tenants paying for substandard accommodation with protection against the… more

Investment, Landlords, Rental Assistance Programs, Rental Property, Renter's Rights

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Hugh Robinson

UK guidance on acquisitions and increases in control in PRA and FCA authorised firms

The UK financial services regulators, the Prudential Regulation Authority (PRA) and Financial Conduct Authority (FCA), have recently set out their final policy on the assessment of acquisitions and increases in control of PRA… more

Acquisitions, Corporate Governance, EU, Final Rules, Financial Conduct Authority (FCA)

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Ryan Robski

SEC expands confidential review of registration statements

The SEC recently announced new accommodations to expand the types of companies and registration statements eligible for confidential SEC review. In this post, we summarize key takeaways from the announcement, including what is… more

Banking Sector, Capital Markets, Confidentiality Policies, Corporate Governance, Disclosure Requirements

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Alan Rockwell

Serta’s ‘Uptiering’ Maneuvering Approved by U.S. Bankruptcy Court

Serta Simmons Bedding, LLC’s (“Serta”) chapter 11 reorganization plan has been confirmed by the U.S. Bankruptcy Court for the Southern District of Texas in its June 6, 2023 decision. The presiding judge, Judge David R. Jones,… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

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Jaime Rodriguez

Antitrust in focus - October 2023

The Foreign Subsidies Regulation (FSR) establishes a new regime, enforced by the European Commission (EC), to regulate subsidies granted by non-EU countries to businesses active in the EU that could distort competition in EU… more

Acquisitions, Antitrust Division, Competition, Department of Justice (DOJ), Energy Sector

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James Roe

FCA publishes final rules for public offers and admission to trading regime

On July 15, 2025, the Financial Conduct Authority (FCA) published its Policy Statement PS25/9 setting out the final rules to implement the Public Offers and Admission to Trading Regulations 2024 (POATRs). These rules, which… more

Capital Markets, Disclosure Requirements, Final Rules, New Rules, Public Offerings

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Helen Rogers

Directing the pro bono response to a growing international refugee crisis

The number of people forcibly displaced in the world has reached over 100 million for the first time, with sudden and large scale crises in Afghanistan and Ukraine intensifying an already growing problem. Around half of the… more

Afghanistan, Asylum, Family Reunification, Immigration Procedures, Legal Aid

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Dr Hendrik Röhricht

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Alvaro Rojo

Spanish law endorses a new class of senior "non-preferred" debt instruments (or senior second ranking notes): the starting gun has been fired

Royal Decree-Law 11/2017 of 23 June on urgent actions on financial matters (RDL 11/2017) has recently been approved by the Spanish Government. RDL 11/2017 (3rd paragraph of Article 3) has amended Law 11/2015 (implementing BRRD… more

Capital Markets, MiFID, Spain

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William Roll, III

United States Supreme Court Clarifies Scope of Specific Personal Jurisdiction in State Court

On Monday, June 19, 2017, the Supreme Court clarified the limits of specific personal jurisdiction in state courts, holding that a connection between a defendant’s contacts with the forum and the claims at issue remains… more

BNSF Railway Co v Tyrrell, Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, DaimlerChrysler v Bauman, Forum Shopping, General Jurisdiction

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Elise Romelly

UPC Ruling on amendment of counterclaims in patent revocation

Sunstar Engineering Europe GmbH v. Ceracon GmbH, Mannheim Local Division, June 6, 2025 (UPC_CFI_745/2024) The UPC has recently clarified its strict approach to amending counterclaims for revocation in patent litigation. The… more

Counterclaims, Jurisdiction, Litigation Strategies, Patent Infringement, Patent Invalidity

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Alicia Rose

Zooming in on AI - #7: AI under financial regulations in the U.S., EU and U.K. - a comparative assessment of the current state of play: part 3

This is the final note in a three-part series on the regulation of artificial intelligence in the financial services sector in the United States, the European Union and the United Kingdom. Our first note, we provided a… more

Artificial Intelligence, Consumer Protection Laws, Data Protection, Enforcement Actions, EU

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Harlan Rosenson

FTC resuscitates long-abandoned price discrimination law in alcohol distributor suit

In the waning days of the current administration, the antitrust agencies continue to cross items off their holiday wish list. Since the presidential election in November, the antitrust agencies have filed a new merger challenge… more

Antitrust Division, Antitrust Litigation, Beverage Manufacturers, Competition, Federal Trade Commission (FTC)

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Veronica Rossetti

The Supreme Court on tax fraud in connection with labor exploitation

On July 9, 2025, the Italian Supreme Court issued a significant judgment (No. 25167/2025) concerning liability for fraudulent tax return filing through the use of invoices for non-existent transactions (Article 2 of Legislative… more

Anti-Corruption, Corporate Misconduct, Criminal Prosecution, Employment Litigation, Fraud

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Martina Rossi

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’… more

Best Practices, Board of Directors, Corporate Governance, Corporate Liability, Corporate Management

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Antoni Roszkowski

Cable pooling - a new opportunity for developing RES installations in Poland

A key barrier to developing new RES installations in Poland is the limited power capacity of the Polish power grid, which results in many refusals to connect new installations to the grid. Cable pooling is regarded as a possible… more

Energy Regulatory Commission, Energy Sector, EU, New Rules, Poland

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Jason Rothschild

Crypto in and ESG out—DOL changes to 401(k) plan governance

The U.S. Department of Labor (DOL) recently announced two significant changes to 401(k) plan investments, signaling an increase in latitude for fiduciaries who wish to make available cryptocurrency investments in their plans… more

401k, Cryptocurrency, Department of Labor (DOL), Digital Assets, Employee Benefits

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Jennifer Rouault

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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Julien Roux

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Kent Rowey

Infrastructure Investment and Jobs Act: Opportunities for private capital in the water sector

The Infrastructure Investment and Jobs Act (IIJA) was signed into law by President Biden on November 15, 2021 and provides for a USD105 billion public investment in U.S. water infrastructure… more

Infrastructure, Infrastructure Investment and Jobs Act (IIJA), Investors, Water

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Charlotte Rowlandson

Conversion of shares, variation of class rights and interpretation of articles of association the Court of Appeal decision in the DnaNudge case

The Court of Appeal has upheld a High Court decision regarding the interplay between potentially conflicting provisions in a company’s articles of association. The provisions in question related to the conversion of shares and… more

Acquisitions, Appeals, Business Litigation, Corporate Governance, Investment

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Nicole Wolters Ruckert

CJEU publishes an updated Fact Sheet summarising key case law on protection of personal data

On April 28 2025, the Court of Justice of the European Union (CJEU) published an updated version of the fact sheet (the Fact Sheet) summarising key case law on protection of personal data. The Fact Sheet covers the case law… more

Court of Justice of the European Union (CJEU), Data Collection, Data Protection, Enforcement, EU

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Anna Rudawski

The convergence of privacy, AI, and cybersecurity: what fintech GCs should prioritize now

The intersection of privacy, cybersecurity, and AI is reshaping risk and regulation in fintech. In a recent episode of The Fintech and Blockchain Podcast, our team explored how fast-moving developments—from AI-powered phishing… more

Artificial Intelligence, Cyber Threats, Cybersecurity, Data Privacy, Enforcement Actions

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Christian Rudloff

Mexico Nationalizes Lithium Mining

Over the last year, several Latin American countries, including Chile, Peru and Mexico, have discussed various measures that, if adopted, could materially affect the mining, energy and natural resource sectors. Shearman &… more

Data Mining, Dispute Resolution, International Arbitration, Mexico, Natural Resources

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Robert Rudnick

Ninth Circuit Redo in Altera Upholds Treasury Regulation on Stock-Based Compensation

On June 7, 2019, in Altera Corp. v. Commissioner, a reconstituted panel of the U.S. Court of Appeals for the Ninth Circuit issued a new opinion upholding the validity of a Treasury Department regulation addressing the treatment… more

Arms Length Transactions, Chevron Deference, Cost-Sharing, Equity Compensation, Intangible Property

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Augusto Ruiloba

Mexico Nationalizes Lithium Mining

Over the last year, several Latin American countries, including Chile, Peru and Mexico, have discussed various measures that, if adopted, could materially affect the mining, energy and natural resource sectors. Shearman &… more

Data Mining, Dispute Resolution, International Arbitration, Mexico, Natural Resources

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Lara Ruiz

Spain approves law implementing 4MLD

On 30 August 2018, the Spanish Council of Ministers approved Royal Decree 11/2018 on the transposition of directives on the protection of pension commitments with workers, prevention of money laundering and requirements for… more

Anti-Money Laundering, Beneficial Owner, Due Diligence, MLD4, Money Laundering

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Ignacio Ruiz-Camara

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Wencke Hamer

The German StaRUG-Scheme: Act on the Stabilisation and Restructuring Framework for Businesses

A short bullet point summary of the new StaRUG-Scheme and a non-reliance translation of the draft bill for the StaRUG-Scheme from German into English based on the preliminary text of the new draft legislation… more

Commercial Bankruptcy, Corporate Restructuring, Debt Restructuring, EU, Germany

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Sophie Rutten

Equity Capital Markets in 2023: A year to be flexible, ready and creative

In 2022, Allen & Overy’s Equity Capital Markets practice was again involved in many high profile and significant ECM transactions around the world. Our standing in the market, and our role in the successes of our clients, makes… more

Capital Markets, Capital Raising, Initial Public Offering (IPO)

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Angus Ryan

UAE's enhanced AML and CTF Regime: a journey from grey list to compliance

The UAE has continued to implement significant legislative and structural reforms during 2024 in areas including financial crime compliance, whistleblowing, and virtual assets regulation. These improvements demonstrate the… more

AML/CFT, Anti-Money Laundering, Compliance, Cryptocurrency, DFSA

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Brittany Ryan

Sustainable Finance Governance And Greenwashing: ASIC's Strategic Priorities

The Australian Securities and Investment Commission (ASIC) has released its new Corporate Plan, outlining its plans for the next year, and strategic priorities for the next four… more

ASIC, Australia, Disclosure Requirements, Greenwashing, Investment

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Christopher Ryan

Argentina v. Attestor Master Value: Supreme court denies certiorari

The Supreme Court’s January 27, 2025 decision denying the Republic of Argentina’s petition for a writ of certiorari in Argentina v. Attestor Master Value leaves unresolved a split between the federal circuit courts over what… more

Appeals, Appellate Courts, Argentina, Certiorari, Dispute Resolution

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Margaret Clare Ryan

EU Proposes Mandatory Human Rights and Environmental Due Diligence with Civil Liability for Non-Compliance

At a time when all eyes of the world were on Ukraine, in late February the European Commission published its highly anticipated proposed directive on corporate social and environmental due diligence. The Proposal for a Directive… more

Corporate Counsel, Corporate Governance, Corporate Social Responsibility, Due Diligence, Environmental Social & Governance (ESG)

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Michael Saarinen

SEC’s Division of Examinations Issues Risk Alert Regarding MNPI-Related Compliance Issues for Investment Advisers

On April 26, 2022, the Division of Examinations (the “Division”) of the Securities and Exchange Commission issued a Risk Alert listing notable examples of deficiencies that its staff has identified regarding investment advisers’… more

Broker-Dealer, Compliance, Enforcement Actions, Fund Managers, Investment Adviser

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Maaya Sachdev

Premia in(tro): court finds there should be reasonable remuneration for referral

Where a firm of insurance consultants introduced a new client to an insurance management company, the court held that they were entitled to reasonable remuneration for the referral… more

Insurance Industry, Policy Terms, Remuneration, UK

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Mohamed Sacranie

Law Commission’s final report on digital assets: What’s new?

Eleven months after the publication of its monster consultation paper, the Law Commission has published its final report on Digital Assets. Last time, tongue in cheek, we likened the hype to that for “Top Gun: Maverick”, which… more

Asset Tokens, Cryptocurrency, Digital Assets, Financial Services Industry, Financial Transactions

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Amilcare Sada

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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Basil Saen

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Balazs Sahin-Toth

Gender diversity on corporate boards - 2024

What to expect from the new EU Women on Boards Directive, including the practical changes for your management structure and the impact on the national legislation of each Member State. Women continue to be significantly… more

Board of Directors, Corporate Governance, Diversity, EU, EU Directive

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Reena Agrawal Sahni

Pandora Papers Fallout: Proposed US Legislation Targets “Enablers” of Money Laundering

The release of the Pandora Papers, a leak of approximately 12 million documents, exposed how foreign leaders and private actors use tax havens to conceal their wealth, with the United States a destination of choice. For example,… more

Anti-Money Laundering, Beneficial Owner, Due Diligence, Financial Fraud, Money Laundering

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K.J. Salameh

IRS Indefinitely Extends Use of Electronic Signatures for Section 83(b) Elections

On October 17, 2023, the U.S. Internal Revenue Service (IRS) updated its Internal Revenue Manual (IRM) to fully incorporate into the IRM certain e-signature policies and procedures permitting the use of electronic signatures on… more

E-Signatures, Electronic Filing, Filing Requirements, IRS, Remote Notarization

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Anna Salek

Corporate Transparency Act (CTA): filing deadline stayed

On December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a preliminary injunction enjoining the U.S. Government from enforcing the CTA nationwide, determining that the CTA and the reporting rules… more

Beneficial Owner, Business Entities, Business Ownership, Corporate Transparency Act, Filing Deadlines

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Gabriel Salinas

Facilitating Clean Hydrogen in the US: The Draft Clean Hydrogen Production Standard

The U.S. Department of Energy (DOE) has now published draft guidance for a Clean Hydrogen Production Standard (CHPS). The draft CHPS also includes a questionnaire seeking feedback from hydrogen industry stakeholders by November… more

Clean Energy, Department of Energy (DOE), Energy Projects, Energy Sector, Green Energy

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Chris Salter

Electronic storage rule amendments

The Securities and Exchange Commission, on October 12, 2022, adopted amendments to its books and records electronic storage requirements for broker-dealers and certain security-based swap entities (“SBSEs”). The final rule… more

Amended Rules, Audits, Securities and Exchange Commission (SEC)

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Alessandro Salvador

Brexit: Implications for the Insurance and Reinsurance Industry

Following the so-called “Brexit” referendum held on 23 June 2016, the UK has narrowly voted to leave the European Union. This note briefly discusses the possible issues arising from the decision for the UK and EU insurance and… more

Article 50 Treaty of the EU, EFTA, EIOPA, EU, European Economic Area (EEA)

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William Samengo-Turner

Embracing legal tech: A game-changer for IPO success

This tech-driven approach is not just an option; it's a necessity. Michael Bloch, Partner at A&O, explains, "IPOs are incredibly complex, but we are exploring ways to make them less painful for everyone involved through the… more

Acquisitions, Capital Markets, Corporate Governance, Disclosure Requirements, EU

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Omar Samji

Prevailing Wage and Apprentice Requirements for Clean Energy Tax Credits are Coming into Effect on January 29, 2023

On August 16, 2022, President Biden signed the Inflation Reduction Act (the “IRA”), which included provisions for clean energy tax and climate tax incentive credits for taxpayers – generally builders, developers and owners of… more

Biden Administration, Clean Energy, Department of Labor (DOL), Energy Projects, Inflation Reduction Act (IRA)

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Luke Sampson

UK corporate insolvency reforms: the nuts and bolts of the future UK restructuring toolkit

The UK has for some time been considered the jurisdiction of choice for implementing large scale, and often highly complex, cross-border financial restructurings. The pre-eminence of the UK restructuring market going forward,… more

Creditors, Debt Restructuring, Insolvency, Ipso Facto Clauses, UK

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Joseph Samuels

U.S. DOJ first declination for sanctions violation since creation of M&A safe harbor

On June 16, 2024, the U.S. Department of Justice’s (DOJ) National Security Division (NSD) and the U.S. Attorney’s Office for the Southern District of Texas (SDTX) announced the first-ever declination to prosecute a firm and its… more

Corporate Misconduct, Department of Justice (DOJ), Due Diligence, Export Controls, Non-Prosecution Agreements

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Juan Jose Sanchez

Trump and House Republicans take aim at the global minimum tax and domestic tax measures

Day one of the Trump administration and the impact of the new U.S. President and Republican-controlled House and Senate is being felt in many areas, including in the international tax sphere. On 20 January, President Trump… more

Corporate Taxes, Economic Sanctions, Executive Orders, International Tax Issues, OECD

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Ishtar Sancho

What Does 2025 Hold for the Global Minimum Tax (Pillar Two)?

Rewriting the international tax framework to introduce a Global Minimum Tax (also known as Pillar Two) was always going to be a battle against the odds. However, despite various obstacles and setbacks, we closed out 2024 with… more

Corporate Taxes, EU, International Tax Issues, OECD, Pillar 2

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Heather Sandell

Navigating governance during financial distress

Financial distress for a company always places additional emphasis on governance—and on the duties of the directors of the company. The Australian legal system has a clear system of duties for directors—a period of financial… more

Australia, Corporate Governance, Creditors, Directors, Duty of Care

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Nick Saner

Ban on upwards only rent reviews—a major shake-up for commercial real estate?

Without prior consultation, the UK government has introduced a significant reform to the commercial property landscape through the English Devolution and Community Empowerment Bill (the Bill), published on July 10, 2025. Tucked… more

Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Investment, Landlords

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Antoine Sarailler

Great Fund Insights: Navigating NAV issues in open-ended real estate funds during economic challenges

This publication focuses on the key issue currently facing managers of open-ended real estate funds offered to institutional investors: the difficulty of striking reliable valuations of properties under the economically complex… more

Alternative Investment Fund Managers Directive (AIFMD), Contract Terms, Financial Markets, Fund Managers, Investment Funds

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Bill Satchell

SEC staff takes a position on the security status of USD-backed stablecoins

On April 4, 2025, the staff of the SEC’s Division of Corporation Finance (the “Staff”) issued a statement concluding that a narrow class of USD-backed, fully reserved, non-yield-bearing stablecoins (“Covered Stablecoins”) do not… more

CFTC, Cryptocurrency, Digital Assets, FinTech, Investment Company Act of 1940

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Dr Hauke Sattler

Harmonising EU Insolvency: perspectives from France, Germany and the Netherlands

The European Commission has proposed a new directive harmonising certain aspects of insolvency law. Proposals on clawback, pre-packs and directors' duties (among others) will be of interest to companies, directors, investors and… more

Avoidance, Creditors, EU, European Commission, Insolvency

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Dr Knut Sauer

The Financing for the Future Act: Reforms for German ECM transactions

The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - The… more

Capital Markets, EU, Financial Institutions, Germany, Initial Public Offering (IPO)

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Niels Sauerland

CSSF introduces new system to replace current VISA stamp procedure

This new system aims to modernise administrative procedures, enhance efficiency while ensuring robust investor protection standards. The CSSF also seizes this opportunity to introduce a list of amendments to the prospectus,… more

CSSF, Disclosure Requirements, EU, Financial Services Industry, Investment Funds

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Meagan Sauve

Overcoming eDiscovery-Related Chat Data Challenges Part 5 review and disclosure

In this fifth and final post in our blog series addressing challenges related to the discovery of chat data, our eDiscovery experts continue providing practical advice for businesses when encountering chat data in… more

Antitrust Division, Artificial Intelligence, Bots, Data Collection, Databases

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Arthur Sauzay

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Joshua Savey

IRS Releases Additional Tax Guidance on the Transition from Interbank Offered Rates

On October 12, 2020, the Internal Revenue Service issued Revenue Procedure 2020-44 (the Revenue Procedure) providing additional guidance related to the transition from an interbank offered rate (IBOR) to another replacement… more

Financial Transactions, Income Taxes, IRS, Popular, Reporting Requirements

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Elliott Sawford

Dubai’s new law to regulate construction activities and encourage investment

Dubai has just issued a new law regulating construction activities in the Emirate, Law No. (7) of 2025 (the Law). The Law’s objectives include encouraging investment in and regulating the activities of the construction sector in… more

Code of Conduct, Construction Industry, Contractors, Dubai, Ethics

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Tim Scales

How Africa can lead the global race for green hydrogen production

Green hydrogen is often hailed as a critical part of the low-carbon energy future – and Africa as the continent where that future will be realised. But while the opportunity for Africa is clear, the task of maximising its… more

Africa, Carbon Emissions, Climate Change, Energy Market, Energy Sector

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Dr Dirk Schade

VAT liability for supervisory board remuneration

The VAT handling of the settlement of remunerations for Supervisory Board members has been changed. Consequences resulting from these changes must be implemented by 1 January 2022 at the latest. Companies must check the legal… more

Corporate Taxes, Germany, International Tax Issues, Remuneration, Value-Added Tax (VAT)

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Marcela Schaefer

FCPA Digest - Recent Trends and Patterns in the Enforcement of the Foreign Corrupt Practices Act - June 2023

In 2022, the DOJ and the SEC resolved a total of ten corporate enforcement actions under the FCPA, more than double the number in the previous year. While the average corporate penalties only slightly increased to $168 million… more

CFTC, Chief Compliance Officers, Compliance, Department of Justice (DOJ), Foreign Corrupt Practices Act (FCPA)

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Jean Schaffner

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Martin Scharnke

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Dr Jochen Scheel

Update – Germany tightens energy efficiency requirements: New challenges for companies and data centers

On 21 September 2023, the German Parliament passed the heavily discussed German Federal Act on the Increase of Energy Efficiency (Energieeffizienzgesetz – EnEfG) that aims at significantly increasing energy efficiency… more

Climate Change, Energy Efficiency, Environmental Social & Governance (ESG), EU, Germany

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Doug Scheidt

UK allows bundled payments for third-party research and trading commissions

From 1 August 2024, the UK changed its rules on how payments are made for investment research. UK firms may now use bundled payments for third-party research and trading commissions, subject to certain requirements being… more

AIFM, Broker-Dealer, Financial Conduct Authority (FCA), Financial Institutions, Investment Adviser

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Dr Anja Schelling

Representative Actions for Redress: A New Option Since 13 October 2023

The redress action allows consumer associations to collectively sue companies for performance claims of consumers. The law has entered into force on 13 October 2023… more

Class Action, Dispute Resolution, EU, Germany, Injunctions

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Kees Schillemans

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Olga Schirschov

From competitor to competitor

Sectors characterized by massive investments and a limited number of market players—such as defense and semiconductors—are experiencing unprecedented levels of investment as governments and industry seek to secure technological… more

Competition, Confidential Information, Employee Mobility, Employer Responsibilities, Employment Contract

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Pierre Schleimer

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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Dr Achim Schmid

Just a few months left before DORA enforcement: Time to Take Action

The Digital Operational Resilience Act EU 2022/2554 (DORA) constitutes a groundbreaking EU regulation designed to establish a unified framework for bolstering cybersecurity and operational resilience within the financial sector… more

Banking Sector, Compliance, EU, Financial Institutions, Financial Services Industry

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Dr David Schmid

Germany: Immediate dismissal of board member for email forwarding to personal account

During an investigation, it is not uncommon to discover that an individual has forwarded business emails to their private email address. This ruling from the Higher Regional Court Munich shows the potential implications of doing… more

Board of Directors, Confidential Information, Corporate Governance, Corporate Misconduct, Email

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Carole Schmidt

Regulatory monitoring: EU version - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU - EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements, Cross-Border Transactions, EU

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Johannes Schmidt

Navigating German FDI Rules

KEY CONSIDERATIONS AND PRACTICAL INSIGHTS FOR VENTURE CAPITAL INVESTORS - Germany’s foreign direct investment (FDI) regime has been expanded considerably in recent years, mirroring a global trend towards increased scrutiny of… more

Acquisitions, Foreign Direct Investment, Germany, Innovative Technology, Investment

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Martin Schmidt

The Financing for the Future Act: Reforms for German ECM transactions

The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - The… more

Capital Markets, EU, Financial Institutions, Germany, Initial Public Offering (IPO)

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Dr Daniela Schmitt

Regulatory monitoring - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

BaFin, Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements Regulation (CRR), Cross-Border Transactions

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Dr Tino Schneider

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Andrew Schoorlemmer

Global M&A Insights: Lateral thinking in fast-moving markets

How are dealmakers responding to an uncertain and volatile macro environment? Our latest M&A Insights report offers a global perspective on the forces shaping M&A activity, from the rising interest in the European defense… more

Acquisitions, CFIUS, European Commission, Foreign Investment, Global Dealmaking

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Tom Schoors

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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Dr Jan Schröder

Just a few months left before DORA enforcement: Time to Take Action

The Digital Operational Resilience Act EU 2022/2554 (DORA) constitutes a groundbreaking EU regulation designed to establish a unified framework for bolstering cybersecurity and operational resilience within the financial sector… more

Banking Sector, Compliance, EU, Financial Institutions, Financial Services Industry

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Pascal Yves Schroeder

Zooming in on AI – #13: EU AI act– Focus on fundamental rights impact assessment for high-risk AI systems

Companies deploying high-risk artificial intelligence (AI) systems must prepare to conduct Fundamental Rights Impact Assessment (FRIA) by 2 August 2026. In this edition of our “Zooming in on AI” series we explain what this… more

Artificial Intelligence, Data Protection, Data Protection Impact Assessments (DPIAs), EU Data Protection Laws, General Data Protection Regulation (GDPR)

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Eberle Schultz

New Protecting American Intellectual Property Act Authorizes Sanctions for Trade Secret Theft

On January 5, 2023, President Joe Biden signed into law the Protecting American Intellectual Property Act of 2022 (PAIP). PAIP requires that the President identify to Congress individuals and entities associated with theft of US… more

Defend Trade Secrets Act (DTSA), Economic Sanctions, Intellectual Property Protection, Trade Secrets

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Dr Sebastian Schulz

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Adam Schwartz

Pharma company challenges the US False Claims Act: what’s at stake for whistleblowers and government enforcement?

A pharmaceutical company is currently appealing a record USD1.6 billion judgment in the US, arguing that a key part of the US False Claims Act (FCA) is unconstitutional. This case, now before the Court of Appeals for the Third… more

Appeals, Constitutional Challenges, Enforcement Actions, False Claims Act (FCA), Government Agencies

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Richard Schwed

SEC Chairman Announces Significant Changes to Commission Procedures for Considering Disqualification Waivers

On July 3, 2019, Chairman Jay Clayton of the Securities and Exchange Commission (SEC) issued a Statement Regarding Offers of Settlement (the “Public Statement”) to announce a significant shift in the SEC’s process of considering… more

Bad Actors, Cease and Desist Orders, Enforcement Actions, Financial Institutions, Investment Company Act of 1940

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William Schwitter

Legal hot takes – the ECB’s Digital Euro

The Digital Euro project is the European Central Bank’s (ECB) response to the changing landscape of consumer payments, driven by the rise of cryptocurrency, payment fintechs and electronic transactions. A Digital Euro would be a… more

Central Bank Digital Currency (CBDCs), Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets

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Benjamin Scrace

ICO's proposals on UK international transfers may be simpler than the EU's approach but nevertheless remain onerous

When opening its recent consultation on regulating international data transfers from the UK in the post-Brexit era the ICO said, “We understand that international transfers can be complex, especially for smaller businesses. Our… more

Cybersecurity, Data Protection, General Data Protection Regulation (GDPR), Information Commissioner's Office (ICO), International Data Transfers

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Andrew Sears-Black

Personal Liability of Directors for Climate Strategy: Landmark Case against Energy Company Board

In a potentially precedent-setting case, 11 directors of global energy company Shell Plc (formerly Royal Dutch Shell Plc) are being sued in their personal capacity over the company’s energy transition strategy. The claim, which… more

Board of Directors, Climate Change, Corporate Counsel, Directors, Environmental Social & Governance (ESG)

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Julien Sebastien

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Prakash Raja Segaran

Singapore: reinventing an ASEAN hub for investments, funds and restructuring

Singapore’s status as a leading financial centre in Asia and regional hub for commodity trading, shipping, and increasingly, private capital activity has been cemented over the years, especially in the past decade… more

ASEAN Funds, Association of Southeast Asian Nations (ASEAN), Corporate Governance, Fund Managers, International Arbitration

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Allison Selick

Judge Drain Tackles Private Equity and Fraudulent Transfers in ‘Tops’ Decision

On October 12, the Honorable Robert D. Drain, U.S. Bankruptcy Judge for the Southern District of New York, issued his final decision from the bench in the bankruptcy cases of supermarket chain Tops Holdings II Corporation… more

Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy, Debt Restructuring, Dividends

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Emanuela Semino

The MEF Decree on the Register of Beneficial Owners

The Decree lays down provisions on the communication of data and information on the beneficial ownership of Italian companies, private legal persons, trusts and similar institutions… more

Anti-Money Laundering, Beneficial Owner, Italy, Money Laundering

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Marta Sendrowicz

Changes to foreign investment control in Poland signal a shift in approach

On July 24, 2025, amendments to Poland’s investment control regime entered into force. Notably, the temporary foreign direct investment (FDI) provisions introduced in response to the COVID-19 pandemic in 2020 have now become… more

Acquisitions, Competition Authorities, Coronavirus/COVID-19, Critical Infrastructure Sectors, EU

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Stefano Sennhauser

Recent Italian insolvency law changes have important implications for guarantees

Recent amendments to the Italian Insolvency Code have been introduced by Legislative Decree no. 136 of September 13, 2024 (Decree 136). These amendments, together with certain recent Italian court decisions, have important… more

Amended Legislation, Capital Requirements Regulation (CRR), Consumer Credit Protection, Enforcement, EU

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Alexandra Sentner

New York City proposes multiple bills to ban non-competes

On February 28, 2024, members of the New York City Council proposed three bills that would restrict non-competes at various levels. This development follows the New York state legislature’s proposed non-compete ban, which was… more

City of New York, Employer Liability Issues, Federal Trade Commission (FTC), Freelance Workers, Legislative Agendas

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Filipa Serra

Spotlight on Lusophone trends in Africa: Economic development and energy transition – how do you strike the right balance?

As with many African nations, Lusophone countries on the continent are trying to balance a need to raise revenue to invest in economic development, often from exploiting fossil fuel resources, and the need to transition to clean… more

Africa, Clean Energy, Economic Development, Energy Sector, Liquid Natural Gas

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Pranav Sethi

Continuation funds for real estate fund managers

Summary - In the current global economic climate, continuation funds provide an attractive alternative exit opportunity for real estate fund managers looking to create liquidity for investors in their funds… more

Fund Managers, Investors, Real Estate Investments, Real Estate Market

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Xueqing Shan

The Scope of Article 8 Mandatory Choice-of-Law Rule

The scope of the mandatory choice-of-law rule set forth in Uniform Commercial Code (UCC) section 8-110(a)(1), which provides that “the local law of the issuer’s jurisdiction . . . governs . . . the validity of a security,” is… more

Borrowers, Choice-of-Law, Collateral, Contract Terms, Lenders

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Alex Shandro

Copyright in AI: key implications from ongoing legal cases

With major legal battles unfolding in both the UK (Getty v. Stability AI) and the U.S. (including Kramer v. Meta, The New York Times v. OpenAI, and Bartz v. Anthropic), the outcomes are set to reshape the entire AI landscape… more

Artificial Intelligence, Copyright, Copyright Infringement, Copyright Litigation, Intellectual Property Protection

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Mark Shapiro

Serta’s ‘Uptiering’ Maneuvering Approved by U.S. Bankruptcy Court

Serta Simmons Bedding, LLC’s (“Serta”) chapter 11 reorganization plan has been confirmed by the U.S. Bankruptcy Court for the Southern District of Texas in its June 6, 2023 decision. The presiding judge, Judge David R. Jones,… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

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Sonali Sharma

The Financing for the Future Act: Reforms for German ECM transactions

The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - The… more

Capital Markets, EU, Financial Institutions, Germany, Initial Public Offering (IPO)

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Jason Shaw

UK Pensions: DC trustee agenda update—August 2025

Welcome to our monthly update on current legal issues for trustees of DC pension schemes, designed to help you stay up to date with key developments between trustee meetings and to support the legal update item on your next… more

Defined Benefit Plans, Defined Contribution Plans, Employer Liability Issues, Legislative Agendas, New Legislation

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Deke Shearon

Key Antitrust Enforcement Trends — 2019 Antitrust Annual Report

Welcome to the 2019 Shearman & Sterling Antitrust Annual Report. Our seventh edition focuses on the contrasting use by regulators of antitrust laws with respect to the FANGs, and how antitrust is being enforced in the U.S… more

Acquisitions, Antitrust Investigations, Antitrust Litigation, Competition, Competition Authorities

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Lachlan Shelley

Australia to implement mandatory merger control regime by 2026

Australia will soon shift to a mandatory and suspensory merger control regime, with the transition commencing mid-2025. We provide below our key takeaways and observations on the bill which now has the support of both major… more

Acquisitions, Australia, Australian Competition and Consumer Commission (ACCC), Competition, Corporate Counsel

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Michael Shepherd

Navigating governance during financial distress

Financial distress for a company always places additional emphasis on governance—and on the duties of the directors of the company. The Australian legal system has a clear system of duties for directors—a period of financial… more

Australia, Corporate Governance, Creditors, Directors, Duty of Care

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Pavel Shevtsov

Great Investor Insights: Aggressive tax practices in UK inbound investment - careful navigation in choppy waters

In this Great Investor Insights alert, our tax specialists examine the key issues to be taken into account by global institutional investors, fund managers and corporates in structuring UK inbound investment in the current… more

Criminal Investigations, Investment, Investors, UK

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Ryan Shores

Supreme Court Unanimously Allows ‘Existential’ Constitutional Challenges to SEC & FTC to Be Brought in Federal Court

On Friday, the Supreme Court held, 9-0, that two plaintiffs—Ms. Cochran and Axon Technologies—could bring their constitutional challenges against the SEC and the FTC directly in federal court, bypassing a statutorily created… more

Enforcement Actions, Federal Trade Commission (FTC), Judicial Review, SCOTUS, Securities and Exchange Commission (SEC)

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Elizabeth Shorland

A&O’s secondees support refugees fleeing Ukraine with pro bono legal advice

In the months following the invasion of Ukraine, a group of law firms and NGOs worked together to mobilise a collaborative pro bono response to assist Ukrainian refugees in Poland. The outcome was the joint secondment programme… more

Client Services, Law Firm Associates, Law Firm Partners, Law Practice Management, Pro Bono

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Ben Shorten

English High Court Rejects Climate Case Against Energy Company Board

In our insight “Personal Liability of Directors for Climate Strategy: Landmark Case against Energy Company Board,” we analyzed the claim filed in the English High Court by non-profit organization ClientEarth against the… more

Board of Directors, Climate Change, Corporate Counsel, Derivative Suit, Energy Sector

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Michael Shulman

The Book Minimum Tax, Pillar 2 and Creditable Foreign Income Taxes

As discussed in our alert earlier this week, the recently announced proposed reconciliation package—the Inflation Reduction Act of 2022, H.R. 5376 (the “Bill”)—would impose a new 15% minimum tax on the adjusted financial… more

Business Taxes, Foreign Investment, Income Taxes, International Tax Issues, IRS

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Waajid Siddiqui

Energy Outlook 2019

2019 looks set to be a dynamic year in the energy markets, with the oil & gas industry potentially going back into growth mode, the accelerated expansion of renewable energy worldwide and a new chapter in the development of… more

Biomass, CFIUS, Downstream Agreements, Energy Market, Energy Projects

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David Siesage

2024 UK General Election Rules for businesses on political engagement

Now that we know the UK general election is set for 4 July 2024, businesses connected with the UK may look to increase their political efforts or support for a particular party over the coming weeks. While the UK’s campaign… more

Campaign Finance Reform, Corporate Governance, Election Related Expenditures, General Elections, Political Contributions

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Suzanne Sikkink

Employment Issues For Multinationals: What To Expect In 2015

In this issue: Asia, China, Hong Kong, Japan, Europe, Belgium, Czech Republic, France, Germany, Italy, Netherlands, Poland, Slovak Republic, Spain, UK, Middle East, Qatar, North America, U.S. An excerpt from China:… more

China, EU, Foreign Workers, France, Germany

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Robert Simmons

CRT Transactions in the EU, U.K. and the United States

In this bulletin, we consider the current state of the EU, U.K. and U.S. markets for credit risk transfer (“CRT”) transactions, with a particular focus on the fund finance market. For a more in-depth introduction to this… more

Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Markets, Credit, Derivatives

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Simona Simone

Italian 2024 budget law - Allen & Overy

The Budget Law extends the applicability of the Italian participation exemption regime (Italian PEX) to companies and trade entities which are resident in an EU or EEA member State (that allows an adequate exchange of… more

Budgets, Capital Gains, Corporate Governance, Corporate Taxes, EU

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Le-el Sinai

US Stablecoin Regulation: Bringing Stablecoins Into the Regulatory Fold

On November 1, 2021, the President’s Working Group on Financial Markets (“PWG”), joined by the Federal Deposit Insurance Corporation (“FDIC”) and the Office of the Comptroller of the Currency (“OCC”), released a report on… more

Bitcoin, Blockchain, Cryptocurrency, Digital Assets, Digital Currency

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Daniel Sinaiko

Expect Higher Tariffs on Some U.S. Imports of Solar Cells and Modules From Southeast Asia by Mid-2024

On August 18, 2023, the U.S. Department of Commerce (Commerce) issued final determinations in its circumvention inquiries regarding the import of certain solar cells and modules from Cambodia, Malaysia, Thailand and Vietnam… more

Cambodia, Certifications, China, Imports, International Trade

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Robbie Sinclair

UK SMCR overhaul: understanding the FCA, PRA and HM Treasury's proposals for reform

Since its inception in 2016, the Senior Managers and Certification Regime (SMCR) has served as a cornerstone of the UK’s financial services regulatory landscape, designed to enhance individual accountability and raise standards… more

Compliance, Financial Conduct Authority (FCA), Financial Services Industry, HM Treasury, Prudential Regulation Authority (PRA)

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Neil Sinha

European financial sponsors seek value through complexity

Europe’s exposure to the war in Ukraine has hit its syndicated debt markets hard. The flow of funds will return – but in the meantime sponsors are pursuing ever-more complex deals to create value… more

Acquisitions, EU, Mergers, Private Equity

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Tze Siong Ang

Submission to arbitral tribunal for interim relief may not amount to submission on merits

In a recent judgment, the Singapore Court of Appeal had to decide whether a party could submit to the jurisdiction of an arbitral tribunal to determine an interim application, while at the same time maintaining its reservation… more

Appeals, Arbitration, Arbitration Awards, Commercial Litigation, Dispute Resolution

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Erin Sisson

OFAC Expands List of Persons Subject to Sanctions Under Ukraine-/Russia-Related Sanctions Authorities

On September 1, 2016, the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury (Treasury) designated 37 new individuals and entities as Specially Designated Nationals and Blocked Persons (SDNs) pursuant… more

Executive Orders, Office of Foreign Assets Control (OFAC), Sanctions, SDN List

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Alex Skelton

The Panel takes a look at Frustrating Action

On 15 May 2023, the UK Takeover Panel published a public consultation on proposed changes to the Takeover Code's Rule 21.1 (which prevents a target under offer (or where an offer is imminent) from taking action that may lead to… more

Acquisitions, Capital Markets, Investors, Mergers, Private Equity

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Sean Skiffington

Global M&A Insights Q4 2024

Welcome to the latest edition of M&A Insights, where we bring together partners from across the A&O Shearman network to explore the themes shaping global dealmaking. The election of Donald Trump as President is expected to… more

Acquisitions, Artificial Intelligence, Banking Sector, Buyers, CFIUS

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Matthew Skinner

United Kingdom Supreme Court Clarifies When Court Proceedings Will Be Stayed in Favour of Arbitration

The U.K. Supreme Court has recently clarified the English courts’ power under Section 9 of the Arbitration Act 1996 (“Section 9”) to stay proceedings which are properly the subject of an arbitration agreement… more

Arbitration, Arbitration Agreements, International Arbitration, International Litigation, UK

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Maciej Skoczynski

Zmiany w Kodeksie Spólek Handlowych w zakresie dematerializacji akcji prywatnych spólek akcyjnych

Dematerializacja akcji i rejestr akcjonariuszy - Od 1 stycznia 2021 dematerializacji ulegna wszystkie akcje (imienne i na okaziciela) w spólkach akcyjnych i komandytowo-akcyjnych. Z tym dniem, dokumenty akcji straca moc… more

Financial Instruments, Limited Partnerships, Shareholders

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Carolyn Slauson Ali

Embracing legal tech: A game-changer for IPO success

This tech-driven approach is not just an option; it's a necessity. Michael Bloch, Partner at A&O, explains, "IPOs are incredibly complex, but we are exploring ways to make them less painful for everyone involved through the… more

Acquisitions, Capital Markets, Corporate Governance, Disclosure Requirements, EU

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Patrick Smet

OECD Pillars: Full steam ahead

2023 is set to be a year of change for the global tax landscape. After many years of negotiation, development and consultation, implementation of the OECD’s Pillar One and Pillar Two reforms to international taxation is now well… more

Corporate Taxes, International Tax Issues, OECD, Tax Rates, Tax Reform

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Alice Smith

Sustainability linked lending in the leveraged finance market

Environmental, Social and Governance (ESG) matters have long been a talking point in the leveraged finance market, but the end of 2020 and the first few months of 2021 have seen deal flow take off for transactions addressing… more

Environmental Social & Governance (ESG), Leveraged Finance, Sustainability, UK

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Annabel Smith

The FCA’s revised Enforcement Guide: Key policy changes to be aware of

The UK Financial Conduct Authority (FCA) has updated its Enforcement Guide, including its revised policy on when it will announce details of enforcement investigations. Following a consultation process that was subject to… more

Disclosure Requirements, Enforcement Actions, Enforcement Priorities, Financial Conduct Authority (FCA), Financial Regulatory Reform

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Ashley Smith

CARES Act: The SBA’s Paycheck Protection Program—Congress Passes the Paycheck Protection Flexibility Act - Update 2020

On June 8, 2020, U.S. Department of the Treasury (Treasury) Secretary Steven Mnuchin and Small Business Administration (SBA) Administrator Jovita Carranza issued a statement regarding the enactment of the Paycheck Protection… more

CARES Act, Coronavirus/COVID-19, Financial Stimulus, Paycheck Protection Program and Health Care Enhancement Act, Relief Measures

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Christine Waszkiewicz

Covid–19 coronavirus update: global application of foreign investment control rules (UPDATED)

The table below sets out an overview, based on our current awareness of the position as regards foreign investment control, of the different approaches being taken by authorities around the world in response to the Covid-19… more

CFIUS, Coronavirus/COVID-19, Foreign Direct Investment, Foreign Investment, Investment Controls

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Leland Smith

The SEC Adopts Amendments to Beneficial Ownership Reporting Requirements

A summary of changes to Schedule 13D/G reporting. On October 11, 2023, the U.S. Securities and Exchange Commission (the SEC) adopted its final rule (the Final Rule) amending certain beneficial ownership reporting requirements… more

Beneficial Owner, Derivatives, Filing Deadlines, Final Rules, Investors

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Michèle Smith

ECB Publishes Final Guidance on Leveraged Transactions— What This Means for Banks

After a period of public consultation, the European Central Bank (the “ECB”) published its final Guidance on Leveraged Transactions (the “Guidance”) on 16 May 2017. Twenty-four organisations (comprising credit institutions and… more

Banking Sector, Draft Guidance, EBITDA, EU, European Central Bank

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Sandra Smits

A freightful payment: FM clause required acceptance of non-contractual performance

The Court of Appeal held that an obligation to use “reasonable endeavours” to “overcome” a force majeure event required a party to accept payment in Euros, instead of the contractually agreed currency of U.S. Dollars. This… more

Contract Terms, Force Majeure Clause, Performance Standards, UK

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Iain Sneddon

Serta’s ‘Uptiering’ Maneuvering Approved by U.S. Bankruptcy Court

Serta Simmons Bedding, LLC’s (“Serta”) chapter 11 reorganization plan has been confirmed by the U.S. Bankruptcy Court for the Southern District of Texas in its June 6, 2023 decision. The presiding judge, Judge David R. Jones,… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

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Henry Sohn

Covid-19 coronavirus: how the APAC courts and arbitral institutions have adapted to the challenge

As Covid-19 coronavirus continues to spread across the globe, the various forums for dispute resolution worldwide find themselves presented with novel challenges, in particular relating to issues around physical attendance at… more

Arbitration, Coronavirus/COVID-19, Dispute Resolution

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Sheyla Soriano

Pharma company challenges the US False Claims Act: what’s at stake for whistleblowers and government enforcement?

A pharmaceutical company is currently appealing a record USD1.6 billion judgment in the US, arguing that a key part of the US False Claims Act (FCA) is unconstitutional. This case, now before the Court of Appeals for the Third… more

Appeals, Constitutional Challenges, Enforcement Actions, False Claims Act (FCA), Government Agencies

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Fredric Sosnick

Non-consensual releases in Boy Scouts chapter 11 plan survive despite Purdue Pharma ruling

The Supreme Court’s landmark 2024 Purdue Pharma decision altered the landscape for bankruptcy releases and, in the process, put the resolutions of several other pending mass tort chapter 11 cases in question. A recent… more

363 Sales, Appeals, Bankruptcy Code, Boy Scouts, Chapter 11

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Jochem Spaans

EU 2040 climate target and carbon credits—what’s changing?

Today, the European Commission proposed an amendment to the EU Climate Law reviewing the 2040 climate targets that first enshrined climate neutrality by 2050—and with it, a structural shift in how climate action will be measured… more

Carbon Emissions, Carbon Off-Set Credits, Climate Change, Environmental Policies, EU

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Tony Sparks

Covid-19 coronavirus: temporary changes to Australia's foreign investment laws

Australia has introduced significant temporary changes to the notification requirements under the Foreign Acquisitions and Takeovers Act (FATA) administered by the Foreign Investment Review Board (FIRB)… more

Australia, Coronavirus/COVID-19, Foreign Acquisitions, Foreign Investment

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Tim Drach

Will Unshell be washed away? An uncertain future for ATAD 3 - the EU’s tax proposal on shell entities

The European Commission put forward a proposal in 2021 to tackle shell entities (known as ATAD 3). Despite widespread support for the concept, reaching agreement on the technical details of the Unshell Directive has proved… more

Anti Tax Avoidance Directive (ATAD), EU, European Commission, International Tax Issues, Shell Corporations

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Zara Sproul

Moving the Goalposts: Football Governance Bill introduces Independent Football Regulator to Parliament

As the UK Government seeks to put sustainability at the heart of the beautiful game, in this article we consider: The Bill’s introduction to Parliament represents the culmination of several years of UK Government activity… more

Acquisitions, Commercial Litigation, Corporate Governance, Football, Legislative Agendas

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David St-Onge

Governance & Securities Law Focus: Europe Edition, July 2020

In this newsletter, we provide a snapshot of the principal European, U.S., U.K. and selected international governance and securities law developments of interest to European corporates… more

Coronavirus/COVID-19, EU, European Securities and Markets Authority (ESMA), Italy, Money Laundering

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Angela Stafford

UK Pensions: What's new this week? August 4, 2025

TPR blog post on managing systemic risks - The latest blog post from the Pensions Regulator (TPR) highlights the importance of managing systemic risks, including climate change, nature loss and broader ESG factors, as "a core… more

Climate Change, Data Privacy, Environmental Social & Governance (ESG), Fiduciary Duty, HMRC

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Katie Stanton

HM Treasury and PRA launch consultations on reforms to ring-fencing regime

On 28 September, HM Treasury (the Treasury) and the Prudential Regulation Authority (PRA) published consultation papers on the proposed near-term reforms to ring-fencing measures... The Treasury also published its response to… more

Banks, HM Treasury, Legislative Agendas, Proposed Regulation, Prudential Regulation Authority (PRA)

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Peter Stastny

Slovak FDI regime: what does it mean for your M&A and banking deals?

The Slovak FDI regime applies from 1 March 2023. What are the first impressions? The FDI Act dramatically expands the powers of certain Slovak authorities to scrutinise investments from the perspective of national security… more

Acquisitions, Banking Sector, Banks, EU, FDI Act

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Jana Elmore

An examination of global class action regimes after Godfrey

On September 20, 2019, the Supreme Court of Canada (“SCC”) issued a landmark antitrust class action decision in Pioneer Corp. v Godfrey which clarified several procedural questions relating to class actions. Notably, the… more

Antitrust Litigation, Antitrust Provisions, Antitrust Violations, Class Action, Competition

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Mark Steenson

UK merger control to see faster reviews and clarified jurisdictional tests

The Competition and Markets Authority (CMA) has launched a consultation on proposed changes to its mergers guidance on jurisdiction and procedure (CMA2) and its mergers notice template… more

Competition, Jurisdiction, Merger Controls, Merger Reviews, Mergers

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Martina Stegmaier

Regulatory monitoring - July 2025

1. Bank regulation - 1.1 PRUDENTIAL REGULATION - a) General - (i) EU EBA: Report on the exemption of third country undertakings from the requirement to set-up a branch for the provision of banking services to EU financial… more

BaFin, Banking Sector, Basel Committee on Banking Supervision (BCBS), Capital Requirements Regulation (CRR), Cross-Border Transactions

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Michael Steinberg

Debt Buyback and Liability Management Considerations

As the markets continue to react to the COVID-19 pandemic, the trading prices of many corporate loans and bonds have fallen dramatically. As a result, many companies (or their private equity sponsors) are looking at repurchasing… more

Bonds, Borrowers, Convertible Bonds, Debt Securities, Debtors

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Dr. Philipp Steinhaeuser

Pharmaceutical Antitrust

Our Hamburg-based German antitrust team has contributed a chapter on Germany to Lexology Get The Deal Through’s global report on Pharmaceutical Antitrust. In their contribution, they provide guidance on the regulatory… more

Acquisitions, Antitrust Provisions, Antitrust Violations, Competition, Germany

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Justyna Stelmach

WIBOR replacement

WIBOR is coming to an end. As we reported in our first WIBOR replacement newsletter, work on replacing WIBOR with an alternative benchmark started earlier this year. On 28 September 2022 the national working group for the… more

Banking Sector, Banks, Financial Institutions, ISDA, Poland

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Arina Stelmokaite

Are you allowed to bypass a mandatory ADR clause?

The High Court has allowed litigation to proceed even though it was in breach of a mandatory alternative dispute resolution clause in a contract. Lancashire County Council contracted with Equans to build and maintain school… more

Dispute Resolution, Exclusionary Clauses, Good Faith, UK

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Todd Stenerson

Delaware ruling supports enforceability of forfeiture-for-competition provisions

On December 18, 2024, the Delaware Supreme Court (the “Court”) held in LKQ Corp. v. Rutledge that forfeiture-for-competition provisions in employee equity award agreements are enforceable in certain contexts. This article… more

Antitrust Provisions, Clawbacks, Delaware, Employees, Employer Liability Issues

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Tim Stevens

Trends in Dutch public M&A 2024

Our latest report delves into the key trends and noticeable events that have shaped the dynamic Dutch public M&A landscape from January 1, 2023 to November 12, 2024. Key trends we want to highlight are: 1. Low deal… more

Acquisitions, Corporate Governance, Environmental Social & Governance (ESG), Geopolitical Risks, Global Dealmaking

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Ross Stewart

APRA Consults On Margin Requirements And Other Risk Mitigation Standards For Non-Centrally Cleared OTC Derivatives

On 25 February 2016, the Australian Prudential Regulation Authority (APRA) published a discussion paper and a draft prudential standard setting out APRA’s proposals for implementing margin requirements and other risk mitigation… more

Australia, Derivatives, IOSCO, Margin Requirements, Over The Counter Derivatives (OTC)

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Heinrich Stirtz

BUNDESTAG BESCHLIESST DAS DIREG – DEUTSCHLAND AUF DEM WEG ZUM DIGITALEN NOTARIAT (?)

Was bereits in unserem am 28.04.2022 veröffentlichten Artikel angekündigt wurde, wird nun Realität – der Bundestag hat am Donnerstag, den 23.06.2022 nach halbstündiger Aussprache einen Gesetzentwurf der Bundesregierung zur… more

Corporate Counsel, Corporate Governance, Corporate Structures, Germany, Limited Liability Company (LLC)

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Anna Stockamore

Argentina v. Attestor Master Value: Supreme court denies certiorari

The Supreme Court’s January 27, 2025 decision denying the Republic of Argentina’s petition for a writ of certiorari in Argentina v. Attestor Master Value leaves unresolved a split between the federal circuit courts over what… more

Appeals, Appellate Courts, Argentina, Certiorari, Dispute Resolution

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Mathias Stöcker

A Step Towards Removing the Red-Tape For Europe’s Green Hydrogen Sector

On September 14, 2022, the European Parliament (the Parliament) adopted its position on revised amendments to the Renewable Energy Directive (Recast) 2018 (RED II), amongst other things, proposing requirements for renewable… more

Carbon Emissions, Clean Energy, Climate Change, Electricity, Energy Projects

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Katherine Stoller

The GENIUS Act: Transforming U.S. Stablecoin Regulation

On July 18, 2025, President Trump signed into law the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUS Act”), establishing the first U.S. statutory federal regulatory framework for payment… more

Anti-Money Laundering, Banking Sector, Compliance, Digital Assets, FDIC

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Antonia Stolper

SEC Postpones Effective Date of New Stock Buyback Disclosure Requirements

The Securities and Exchange Commission (SEC) announced today that it has issued an order postponing the effective date of its Share Repurchase Disclosure Modernization rule and, as a result, the rule is stayed pending further… more

Corporate Governance, Disclosure Requirements, Publicly-Traded Companies, Repurchase Agreements, Repurchases

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Hendric Stolzenberg

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Philip Stopford

UK Corporate Insolvency and Governance Act 2020

On 26 June 2020, the Corporate Insolvency and Governance Act 2020 (the “Act”) introduced the biggest reforms in a generation of U.K. insolvency law. It also implemented several temporary changes to both insolvency and company… more

Coronavirus/COVID-19, Insolvency, UK, UK Insolvency Act

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Edyta Stopyra

Approval of the Executive Regulations to the Egyptian Competition Law

The Cabinet of Ministers in Egypt has recently approved the Executive Regulations accompanying the newly revised Egyptian Competition Law. This endorsement represents a pivotal phase in the legislative evolution that… more

Acquisitions, Competition, Corporate Governance, Egypt, Filing Deadlines

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Dr Till Arne Storzer

Germany’s upcoming new government – what to expect in the climate and energy sector

After the German federal government break-up in November 2024 and the new elections in February 2025, the political parties – Christian Democratic Union of Germany (CDU)/ Christian Social Union in Bavaria (CSU) and Social… more

Climate Change, Energy Policy, Energy Sector, Energy Storage, Environmental Social & Governance (ESG)

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Marie Stoyanov

The new space race: Managing disputes risks in a lawless and limitless environment

The dynamics of the new space race significantly increase disputes risks as space becomes more congested and the competition to get ahead intensifies. Until recently, the thought of humans reaching outer space as tourists in… more

Aerospace, Competition, Innovation, Outer Space, Public Private Partnerships (P3s)

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Artis Straupenieks

Indonesia’s Revocation Of Mining Permits: What Foreign Investors Need To Know

On September 26, 2022, the Indonesian Minister of Investment provided an update on the review process being undertaken by the Ministry of Investment in respect of its revocation of over 2,000 mining permits in August 2022… more

China, Commercial Arbitration, Foreign Investment, Indonesia, International Arbitration

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Paul Strecker

Panel Proposes Narrowing The Scope Of Companies Subject To The Code

On 24 April 2024, the UK Takeover Panel published PCP 2024/1 ("PCP 2024/1"), in which it is consulting on a significant narrowing of the types of companies that will be subject to the Takeover Code (the “Code”) - i.e., as… more

Acquisitions, Beneficial Owner, Investment, Mergers, Publicly-Traded Companies

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Barbara Streichenberger-Michel

France’s Supportive Measures for Businesses and Employees

The French government has set out a package of social and economic measures to support businesses and employees through the period of disruption caused by COVID-19. The purpose of this memo is to provide you with an overview of… more

Coronavirus/COVID-19, France, Indemnity, Paid Time Off (PTO), Profit Sharing

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Jasper Strijder

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Dumnern Subpaisarn

The Supreme Court of Thailand issues judgement endorsing the use of SIAC Expedited Procedure

The Supreme Court of Thailand has burnished its pro-arbitration credentials in a recent decision that recognises the primacy of the SIAC Expedited Procedure and promotes certainty for parties involved in Thailand-related SIAC… more

Arbitration, Arbitration Awards, International Arbitration, SAIC, Thailand

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Jae Hee Suh

From Absolute Immunity to Restrictive Immunity - The implication of the Foreign State Immunity Law on cross-border disputes in the PRC and Hong Kong

The long-standing practice to adopt the principle of absolute foreign state immunity by the People’s Republic of China (the PRC) and Hong Kong is coming to an end as the PRC’s Foreign State Immunity Law (the FSIL) is coming into… more

Arbitration, China, Cross-Border, Foreign Sovereign Immunities Act of 1976 (FSIA), Hong Kong

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Wendy Suh

M&A Watch: 'Ordinary Course of Business’ During Not-So-Ordinary Times

On December 8, 2021, the Delaware Supreme Court upheld the Delaware Court of Chancery’s decision that Mirae Asset Financial Group (“Mirae”) was excused from closing a $5.8 billion acquisition of luxury hotels because the… more

Board of Directors, DE Supreme Court, Dismissals, Fiduciary Duty, Ordinary Course of Business Defense

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Prasetyo Sukirno

How has GDPR influenced the evolution of data protection in APAC?

International data protection law has taken a lead from the lessons learned in Europe since the introduction of GDPR. What influence have they had in APAC?… more

Cybersecurity, Data Breach, Data Collection, Data Privacy, Data Protection

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Mohsin Suleman

The New KSA Civil Code: Termination of Contracts

Prior to the new Civil Transactions Law of the Kingdom of Saudi Arabia (referred to as the “KSA Civil Code”), there were no detailed rules on termination (or faskh) at law in Saudi Arabia. As with other areas of Saudi law, the… more

Civil Code, Construction Contracts, Contract Termination, Contract Terms, Economic Development

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Pete Summers

D&I in FS: how to get a head-start on the FCA and PRA proposals

This is the last post in our series on the UK Financial Conduct Authority (FCA) and Prudential Regulation Authority (PRA) proposals to introduce a new regulatory framework on diversity and inclusion (D&I) in the financial… more

Banking Sector, Corporate Culture, Corporate Governance, Data Protection, Diversity

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Kate Sumpter

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Hilary Sunghee Seo

Zooming in on AI - #7: AI under financial regulations in the U.S., EU and U.K. - a comparative assessment of the current state of play: part 3

This is the final note in a three-part series on the regulation of artificial intelligence in the financial services sector in the United States, the European Union and the United Kingdom. Our first note, we provided a… more

Artificial Intelligence, Consumer Protection Laws, Data Protection, Enforcement Actions, EU

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Brunon Surma

The FASTER Directive—where are we now?

After years of negotiation and technical debate, the European Union’s Faster and Safer Tax Relief of Excess Withholding Taxes Directive (“FASTER Directive”)—aimed at streamlining and harmonizing withholding tax (WHT) relief… more

Capital Markets, EU, European Commission, Financial Institutions, Investors

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Richele Suwita

Updates on OJK Regulation 45/2024

On December 27, 2024 the Indonesia Financial Service Authority (Otoritas Jasa Keuangan or the OJK) issued OJK Regulation No. 45 of 2024 on Development and Enhancement of Issuers and Public Companies (OJK Regulation… more

Capital Markets, Corporate Governance, Delisting, Disclosure Requirements, Enforcement Actions

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Tim Sweerts

Compensation claims under the GDPR unpicking the latest EU and English case law and looking ahead

The first week of May 2023 saw further EU case law emerge on the right to compensation under the GDPR, and in this blog we analyse the implications of these latest rulings and consider what may be coming next… more

Cybersecurity, Data Privacy, Data Protection, Data Security, EU

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Sara Swinkels

Dutch District Court rules on the plausibility standard on the merits (apixaban)

In this note, we will discuss the latest decisions on the merits from the Dutch patent court on the matter of plausibility and inventive step. These were handed down in two cases (BMS v Sandoz and BMS v Teva) on 30 October… more

Appeals, EU, Inventions, Netherlands, Patent Applications

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Brigitte Sykes

The energy community tax credit – IRS provides investors with certainty

The Internal Revenue Service issued Notice 2023-29 (the “Guidance”), which provides helpful guidance for energy projects seeking to evaluate whether they qualify for enhanced tax incentives under the energy community (“EC”)… more

Energy Projects, EU, European Commission, Investment Tax Credits, Production Tax Credit

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Milan Sykora

Is now the worst time to refinance for the last five years, or the best time to refinance for the next five years?

How is the loan market reacting to the economic environment, and how should borrowers respond?… more

Borrowers, EBITDA, Lenders, UK

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Piermaurizio Tafuni

The new Italian space law: a comprehensive regulatory framework for space operations

On June 25, 2025, Law No. 89/2025 (the “Italian Space Law”) came into force, marking a pivotal development in Italy’s approach to space activities to promote investments in the space economy. For the first time, Italy will have… more

Government Agencies, Insurance Industry, Insurance Regulations, Investment, Italy

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Timothy Tai

The why and how of IP arbitration

Why has arbitration become a popular method for resolving IP disputes? Here, we outline when to take that option - When negotiating intellectual property contracts, parties may spend little time considering dispute resolution… more

Arbitration, Dispute Resolution, FRAND, Intellectual Property Litigation, Intellectual Property Protection

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Gregory Talbot

UK future crypto framework: FCA DP on admissions & disclosure and market abuse regimes

on December 16, 2024, the FCA published its discussion paper (DP) ‘Regulating cryptoassets: Admissions & Disclosures and Market Abuse Regime for Cryptoassets’, marking another step forward in the development of the UK’s… more

Admissions, Capital Markets, Cryptocurrency, Disclosure, Disclosure Requirements

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Livia Talenti

Legal hot takes – the ECB’s Digital Euro

The Digital Euro project is the European Central Bank’s (ECB) response to the changing landscape of consumer payments, driven by the rise of cryptocurrency, payment fintechs and electronic transactions. A Digital Euro would be a… more

Central Bank Digital Currency (CBDCs), Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets

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Karan Talwar

Law Commission Releases Consultation Paper on Its Review of the Arbitration Act 1996

In January 2022, the Law Commission of England & Wales launched a review of the Arbitration Act 1996 (the Act) as part of its 14th programme of law reform. We shared our initial thoughts on the Commission’s review earlier this… more

Arbitration, Arbitration Agreements, Arbitration Procedural Rules, Arbitrators, New Rules

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Aloysius Tan

Changes to Singapore selling restrictions for the wholesale debt market

The MAS issued a Notice on Business Conduct Requirements for Corporate Finance Advisers on 21 June 2023 that, among other things, imposes a requirement on relevant persons advising on corporate finance to apply enhanced due… more

Capital Markets, Corporate Finance, Debt Market, Due Diligence, EU

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Arthur Tan

Fool's gold: when you have to pay for pre-contractual services

H&P, an investment bank, provided services allegedly worth USD 18 million to Randgold, who H&P had assumed was a client. However, terms of their engagement were never formalised or even written down. After the transaction,… more

Banking Sector, Breach of Contract, Contract Disputes, Contract Terms, Financial Services Industry

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Godwin Tan

UK Arbitration Act 2025 - an exception for treaties

One of the most notable reforms is the new default rule that, in the absence of an express agreement between the parties on the law governing the arbitration agreement, it is the law of the seat that applies. The Act states that… more

Arbitration, Arbitration Agreements, Dispute Resolution, Foreign Investment, International Arbitration

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Gregory Tan

Energy & Infrastructure Insight—Winter 2021—Issue 5

We are delighted to bring you the fifth edition of our Energy & Infrastructure Insight, providing expert information and analysis of the current issues facing the energy and infrastructure sectors across the globe. Energy… more

Asia, Carbon Emissions, Clean Energy, Energy Projects, Energy Sector

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Justin Tan

To err is human: no misrepresentation found for false information on performance

In SK Shipping v Capital VLCC, the Court of Appeal found that false information on vessel performance did not give rise to an actionable misrepresentation, since it was not in fact relied upon. The court also made interesting… more

Appeals, Misrepresentation, Negligent Misrepresentation, Shipping, Vessels

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Filip Tanghe

The tender principles for the development of the Belgian offshore Princess Elisabeth Zone

The Belgian subsidy regime in support of offshore wind developments is undergoing some important changes. Very recently, through Royal Decrees of 23 May and 26 May 2023 and an amendment of the Electricity Act soon to be… more

Belgium, Energy Policy, Energy Projects, Infrastructure, Offshore Wind

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Andrew Tannenbaum

Trump White House issues executive order on cybersecurity

While the Order preserves significant portions of President Biden’s most recent cyber executive order—including provisions aimed at securing the software supply chain, federal government systems, and federal communications—other… more

Biden Administration, Cybersecurity, Executive Orders, Federal Contractors, Government Agencies

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Janna Tay

Generative AI hardware - the other arms race

With the release of OpenAI’s ChatGPT in 2022 and the proliferation of competing large language models, the demand for Generative AI use cases has skyrocketed and, with it, the demand for processing power and computer chips… more

Artificial Intelligence, Automation Systems, Innovative Technology, Machine Learning, Microchip Technology

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Edward Taylor

SIAC Rules 2025’s new ex parte emergency arbitration mechanism - A revolutionary step?

On January 1, 2025, the Singapore International Arbitration Centre’s (“SIAC”) new Arbitration Rules (“SIAC Rules 2025”) will come into force. They will apply to any arbitration that is commenced on or after that date unless… more

Arbitral Authority, Arbitration, Arbitration Awards, Dispute Resolution, International Arbitration

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Kirsty Taylor

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Mark Taylor

Antitrust in focus - November 2024

New U.S. merger control filing forms to take effect in February 2025 - Following publication in the Federal Register, the new Hart-Scott-Rodino (HSR) premerger notification forms will become effective on February 10, 2025… more

Acquisitions, Antitrust Division, Antitrust Litigation, Antitrust Provisions, Australia

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Marc Teasdale

Rebalancing risk and building trust: The FCA’s new five year strategy

The UK Financial Conduct Authority (FCA) has published its strategy for the next five years and it has a very different tone and objective to the three-year strategy it shared in 2022. This shift in tone reflects developments… more

Artificial Intelligence, Enforcement Actions, Financial Conduct Authority (FCA), Financial Crimes, Financial Regulatory Reform

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Ming Zee Tee

The UK consults on its draft Sustainability Reporting Standards

What do businesses need to know, and how can they prepare? Introduction - On June 25, 2025, the UK government initiated a consultation (the Consultation) on the exposure draft of the UK Sustainability Reporting Standards (the… more

Climate Change, Disclosure Requirements, Environmental Social & Governance (ESG), Financial Reporting, Investors

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Aaron Temple

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Jose Luis Terron

Directive (EU) 2020/1828: A new framework for EU class actions

For many years now, the EU has sought to create a collective redress mechanism across the EU market. Half of the EU member states have little or no such mechanism… more

Class Action, Collective Actions, Collective Redress, EU, EU Directive

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Purita Thanachoksopon

Allen & Overy and Standard Chartered launch guide to payment regulations in Asia

Allen & Overy and international banking group Standard Chartered have today launched the first Guide to Payment Regulations for corporates and fintech customers navigating the evolving payments landscape in eight key markets in… more

Asia, Banking Sector, Banks, Capital Markets, China

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Dr Ioannis Thanos

ECJ’s “gun jumping” ruling reminds merging parties of the importance of EU merger control compliance

The European Court of Justice (ECJ) has (mostly) confirmed the European Commission (EC)’s decision to fine Altice for implementing a transaction prior to its notification and the EC’s merger control clearance… more

Antitrust Provisions, Competition, Corporate Counsel, Enforcement, EU

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Ayesha Thapar

Virtual APAC Corporate Academy Session 1 - Trends in private M&A

Every year, analysts at Allen & Overy review M&A data collected by the firm over the previous 12 months of deals. The analysts look for trends, year-on-year changes and differences in practice across the globe. Recently, we… more

Buyers, Escrow Accounts, Foreign Direct Investment, Sellers

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Pol Theisen

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Simon Thexton

General Court Decision in Illumina / Grail Vindicates Commission’s Article 22 Referral Policy

Quick Read - - The EU’s jurisdiction to review mergers is no longer linked to notification. This is a big change and sharply reduces parties’ ability to predict antitrust hurdles to closing based on notification thresholds. -… more

Anti-Competitive, Antitrust Provisions, EU, European Commission, Member State

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Emmanuel Thiome

New rules for arbitration under Luxembourg law: A modern and flexible framework for dispute resolution

On 25 April 2023, the new Luxembourg framework for arbitration foreseen by the Law of 19 April 2023 modifying the New Civil Procedure Code and reforming the arbitration entered into force… more

Arbitration, Arbitration Agreements, Arbitration Awards, Dispute Resolution, International Arbitration

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Amanda Thomas

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Andrew Thomas

Consumer Duty - What does it mean for wholesale firms?

The FCA published its final rules on the Consumer Duty in a Policy Statement on 27 July 2022 (PS22/9) and firms now have until 31 July 2023 to fully implement such rules for new and existing products or services and until 31… more

Banking Sector, Financial Conduct Authority (FCA), Financial Services Industry, FSMA, UK

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Daniel Thompson

The rise of neutral hosts in the telco value chain

The telecommunications sector is reaching an inflection point. The capital investment required to build and upgrade telecoms networks continues to rise, while the return on investment for operators maintaining traditional,… more

Business Strategies, Competition, Infrastructure, Innovation, Investment

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Laura Kathryn Thompson

AstraZeneca refused interim injunction on SPC for blockbuster diabetes treatment against Glenmark but swiftly obtains permission to appeal

On March 28, 2025, Michael Tappin KC, sitting as a deputy judge of the High Court, refused to grant AstraZeneca (“AZ”) an interim injunction to restrain Glenmark from launching in the U.K. a generic version of its type 2… more

Appeals, Damages, Generic Drugs, Injunctions, Patent Infringement

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Gauthier van Thuyne

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Vimal Tilakapala

OECD Pillars, the digital economy and minimum taxes

To date, 132 jurisdictions have committed to the OECD’s two-pillar plan to reform international tax rules, as set out in its statement of 1 July 2021. Although the genesis of the proposed reforms relates to the taxation of… more

Digital Services Tax, EU, International Tax Issues, OECD, Tax Planning

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Jade Tinslay

UK CMA Mergers Charter and behavioural remedies—statement of intent for merger reviews

Hot on the heels of the UK government’s February 2025 draft "strategic steer", the Competition and Markets Authority (CMA) has published a new Mergers Charter. The Charter details principles the CMA will apply when engaging with… more

Competition, Merger Controls, Merger Reviews, Mergers, Regulatory Reform

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Rali Tiu

Prevailing Wage and Apprentice Requirements for Clean Energy Tax Credits are Coming into Effect on January 29, 2023

On August 16, 2022, President Biden signed the Inflation Reduction Act (the “IRA”), which included provisions for clean energy tax and climate tax incentive credits for taxpayers – generally builders, developers and owners of… more

Biden Administration, Clean Energy, Department of Labor (DOL), Energy Projects, Inflation Reduction Act (IRA)

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Marcus To

Global trends in private markets: Spotlight on the Middle East 2025

The global private markets landscape is undergoing a profound transformation, marked by rapid growth, heightened competition, and a wave of innovation that is reshaping investment strategies and fund structures. Private… more

Capital Markets, EU, Financial Markets, Global Market, Investment

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Jonathan Toffolo

Energy & Infrastructure Insight – Winter 2020 – Issue 2

We are pleased to introduce the second edition of our Energy & Infrastructure Insight, providing information and analysis of current issues and projects across the globe. In this edition, we offer insights into the milestone… more

Africa, Economic Development, Energy Projects, Energy Sector, Foreign Investment

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Tiffany Toh

Great Fund Insights: Co-Investing 101: shared risk, shared reward

A challenging fundraising environment, the rise in M&A activity and the capital requirements necessary to bridge funding gaps are key developments which have led fund managers to increase their offering of co-investment… more

Asset Management, Conflicts of Interest, Exit Strategies, Fund Managers, Investment

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Louise Tolley

UK government emphasises CMA’s independence while steering it to support UK growth and investment

The UK government has issued the final version of its “strategic steer” to the Competition and Markets Authority (CMA), directing the authority to act in a way that prioritises growth and encourages investment in the UK. The… more

Antitrust Provisions, Competition, Enforcement, Investment, Merger Controls

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Cristiano Tommasi

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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Jonathan Tompkins

Energy Update - April 2016

We are pleased to release the latest issue of our client newsletter, Energy Update, designed to inform clients and friends of the firm about important developments affecting US and international energy markets… more

Africa, Dispute Resolution, Energy Policy, Energy Sector, Indonesia

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Dr Morgan Torchy

Navigating the UPC’s evidence minefield: when confidentiality issues clash with procedural deadlines

In July 2024, the UPC Court of Appeal (CoA) clarified its procedural rules surrounding evidence preservation and confidentiality. It confirmed that the deadline for bringing an action on the merits only starts to run after the… more

Appeals, Disclosure Requirements, EU, Evidence, Filing Deadlines

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Ryan Tou

Private placements and other exempt offerings in Hong Kong: Overview

A Practice Note providing an overview of private placements and other securities offerings that are exempt from the prospectus registration requirements under the securities laws of Hong Kong. In Hong Kong, the most common… more

Disclosure Requirements, Hong Kong, Hong Kong Securities and Futures Commission (HKSFC), Hong Kong Stock Exchange, Listing Rules

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Alexander Touma

The changing face of AI in the U.S.

Following their ranking in Chambers and Partners’ inaugural U.S. ranking for Artificial Intelligence (AI) attorneys, our tech sector team has worked with Chambers and Partners to write three articles on the rapidly changing… more

Artificial Intelligence, California, Legal Technology, New Regulations, New York

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Claire Toumieux

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Matthieu Tourin

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Sami Toutounji

It Is Annual Report Time—Recent Developments and Trends for the Preparation of Form 20-F

It is now time for foreign private issuers (FPIs) to prepare their annual reports on Form 20-F. For companies with a calendar year-end, the Form 20-F must be filed with the U.S. Securities and Exchange Commission (the SEC) by… more

Corporate Governance, Disclosure Requirements, Financial Reporting, Financial Statements, Non-GAAP Financial Measures

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Matthew Townsend

From calm to chaos - What tariffs and other trade restrictions mean for your supply chain contracts

The looming expiration of the “Liberation Day” tariff suspension on August 1, 2025 marks a watershed for global trade and supply chain management. The U.S. administration’s imposition of sweeping tariffs first announced on April… more

Contract Terms, EU, Force Majeure Clause, Germany, International Trade

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Zulema Townsend

A new era of global trade tensions

On April 2, 2025, after weeks of speculation and heightened geopolitical tension, President Trump announced sweeping global tariffs on what he dubbed “Liberation Day”. The tariffs included a baseline universal tariff of 10% on… more

Economic Sanctions, Executive Orders, International Trade, Retaliatory Tariffs, Supply Chain

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Phoebe Toyne-Bridges

The point of no return

“There are few, if any, words in the English language which, when viewed in splendid isolation, are capable of only one meaning. The word ‘return’ is not one of the few.” This was the challenge facing the Court of Appeal in a… more

Breach of Contract, Contract Interpretation, Contract Terms, UK

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Anthony Traboulsi

Navigating private credit in the Middle East

The continued growth and diversification of the regional economies, coupled with significant advancements in the legal frameworks, have made the United Arab Emirates and the Kingdom of Saudi Arabia increasingly attractive… more

Borrowers, Capital Markets, Creditors, Financial Markets, Financial Services Industry

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Duc Tran

Vietnam sets the stage for an International Financial Center

The National Assembly of Vietnam recently adopted a resolution establishing the framework for the creation, operation, monitoring and governance of an International Financial Center (IFC) in Ho Chi Minh City and Da Nang… more

Capital Markets, Digital Assets, Financial Services Industry, FinTech, Foreign Investment

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Tam Tran

Unlocking potential in Vietnam’s education sector

The rising demand for education in Vietnam is creating significant opportunities for foreign investors. Factors such as a growing middle class, rising incomes, talent shortages and skill gaps, and government emphasis on moving… more

Acquisitions, Colleges, Due Diligence, Educational Institutions, Foreign Investment

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Kristina Trauger

SEC Proposes Sweeping New Climate-Related Disclosure Framework

After much anticipation, on March 21, 2022, the Securities and Exchange Commission (SEC) released its new proposed climate-related disclosure framework, a sweeping overhaul of the current, materiality-based climate change… more

Climate Change, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG), Securities and Exchange Commission (SEC)

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Theo Trayhurn

Prospectus regime changes in the EU and U.K. – a debt capital markets outlook

The EU and U.K. prospectus regimes govern disclosure requirements for securities offered to the public and/or admitted to trading on a regulated market. Imminent and forthcoming changes to these regimes will have implications… more

Capital Markets, Commission Delegated Regulation, Debt Market, Disclosure Requirements, EU

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François Tréhorel

Amount B or not to be? The OECD’s Pillar One Amount B report

The application of the arm's length principle (ALP) is not always easy or free from conflict between taxpayers and tax authorities and this is especially true for countries with low resources and limited reliable sources of… more

EU, Financial Transactions, International Tax Issues, OECD, Regulatory Requirements

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Beth Troy

Delaware Court of Chancery finds that stockholder ratification following adverse judgment does not absolve findings of breach of fiduciary duty

Subsequent to the post-trial opinion by Chancellor McCormick in January 2024, Tesla appointed a new independent director to serve on a newly created independent committee, which issued a report recommending that stockholders… more

Breach of Duty, Elon Musk, Fiduciary Duty, Independent Directors, Post-Trial Order

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Emanuele Trucco

EU Defence Readiness Omnibus: New Investment Pathways for Private Capital

The European Commission (EC) released a communication on 17 June 2025 to introduce the “Defence Readiness Omnibus”, the latest in a series of legislative “Omnibus” packages presented by the EC in 2025. The Defence Omnibus (the… more

Defense Sector, EFTA, EU, European Commission, Financial Institutions

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Sharon Trulock

2022 Year End Estate Planning Advisory

The current estate planning landscape is drastically different than it was at the beginning of this year. After an extended period of historically low rates of interest and inflation, this year the Federal Reserve began… more

Capital Gains Tax, Estate Planning, Estate Tax, Estate-Tax Exemption, Gift Tax

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Agnes Tsang

HKMA guideline on Digital Bond Grant Scheme

On November 28, 2024, the Hong Kong Monetary Authority (HKMA) published the guideline on Digital Bond Grant Scheme (DBGS). As acknowledged in the 2024 Policy address, the DBGS is part of the Hong Kong Government and HKMA’s… more

Bonds, Digital Securities, Financial Regulatory Reform, Financial Services Industry, Hong Kong

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Johanna Tschurtschenthaler

Overview of the New Luxembourg Tax Measures to Improve Talent Attraction and Retention

On December 20, 2024, the Luxembourg parliament adopted without material changes the tax relief package bill that we covered in a previous publication. Amongst others, this law introduces, as of fiscal year 2025, the following… more

Corporate Taxes, Employee Benefits, Employee Retention, EU, Foreign Workers

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Nicolas Tselikas Bouzeau

From open door to watchful gatekeeper: Greece adopts a foreign-investment screening mechanism

On May 22, 2025, the Hellenic Parliament passed long-expected legislation to establish Greece’s first national mechanism for the screening of foreign direct investments (FDI) on grounds of national security and public order… more

Acquisitions, Cybersecurity, EU, European Commission, Foreign Direct Investment

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Hugh Tucker

Key Considerations for Midstream Contracts in a Low-Price and Low-Demand Environment

Last month, West Texas Intermediate crude dropped below $0.00 for the first time in history after weeks of low global oil demand as a result of the novel Coronavirus (COVID-19) pandemic and the Saudi Arabia-Russia price war… more

Coronavirus/COVID-19, Energy Sector, Oil & Gas, Oil Prices, Supply and Demand

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Charles Tuffreau

Navigating the UPC’s evidence minefield: when confidentiality issues clash with procedural deadlines

In July 2024, the UPC Court of Appeal (CoA) clarified its procedural rules surrounding evidence preservation and confidentiality. It confirmed that the deadline for bringing an action on the merits only starts to run after the… more

Appeals, Disclosure Requirements, EU, Evidence, Filing Deadlines

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Raphaël Tulkens

Reform of the English Arbitration Act 1996

Summary Disposal: Towards More Efficient Arbitration - On 22 September 2022, the Law Commission of England & Wales published a consultation paper as part of its ongoing review of the Arbitration Act 1996 (the “Act”)… more

Arbitration, Arbitration Agreements, Arbitrators, Contract Terms, International Arbitration

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Lauren Tunstall

Covid-19 coronavirus: virtual and e-signings under South African law

With the current Covid-19 lockdowns restricting the mobility of signatories on a global scale, virtual and e-signings are hot topics… more

Coronavirus/COVID-19, E-Signatures, Signatures, South Africa

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Will Tunstall-Prince

UAE looks to sustainable finance to boost transition

There is a growing awareness and demand in the UAE for sustainable investment opportunities. To meet this demand, Jodi Norman and Will Tunstall-Prince explain how recent reforms are now putting sustainable finance at the heart… more

Banks, Climate Action Plan, Energy Sector, Environmental Social & Governance (ESG), EU

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Jamie Turley

Recent restructuring plan cases: important guidance for advisers

The restructuring plan has so far proven to be a powerful tool to facilitate restructurings of complex capital structures. Two recent cases provide further helpful guidance for advisers when formulating a restructuring plan and… more

Creditors, Debt Restructuring, Insolvency, Lenders, Mauritius

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Jamie Turner

UK allows bundled payments for third-party research and trading commissions

From 1 August 2024, the UK changed its rules on how payments are made for investment research. UK firms may now use bundled payments for third-party research and trading commissions, subject to certain requirements being… more

AIFM, Broker-Dealer, Financial Conduct Authority (FCA), Financial Institutions, Investment Adviser

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Shahab Uddin

Multilateral task force seeks public input on approach to pharma mergers

Public input - As we wrote a couple of months ago, antitrust authorities of the US, Canada, UK, and EU formed, in March, an international working group: the Multilateral Pharmaceutical Merger Task Force (the Task Force). Task… more

Antitrust Provisions, Federal Trade Commission (FTC), Mergers, Pharmaceutical Industry

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Sanja Udovicic

Energy & Infrastructure Insight - Summer 2019

The first edition of Shearman & Sterling’s Energy & Infrastructure Insight provides information and analysis of current issues and projects across the globe. In this edition, we offer insights into how Gulf Cooperation… more

Cross-Border, Energy Market, Energy Projects, Energy Sector, Mining

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Dr Walter Uebelhoer

The German StaRUG-Scheme: Act on the Stabilisation and Restructuring Framework for Businesses

A short bullet point summary of the new StaRUG-Scheme and a non-reliance translation of the draft bill for the StaRUG-Scheme from German into English based on the preliminary text of the new draft legislation… more

Commercial Bankruptcy, Corporate Restructuring, Debt Restructuring, EU, Germany

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Aqsa Ullah

Achieving gender parity in the UKs top companies a mixed picture

The Government-backed FTSE Women Leaders Review has been released for the third year, with the results showing promising progression in the appointment of women to boards (with the 40% target for women on boards achieved in… more

Board of Directors, Corporate Governance, Diversity, FTSE, Gender Equity

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David Ullman

Key Water Infrastructure Draft Legislation Released in US Senate

Late last month, the Chairman and Ranking Member of the U.S. Senate Committee on Environment and Public Works (EPW), Senators John Barrasso (R-WY) and Tom Carper (D-DE), released draft water resources and drinking water… more

Environmental Policies, Environmental Protection Agency (EPA), Water

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Harry Upcott

Russia-Ukraine conflict - Update on aviation insurance claims

As the Russia-Ukraine conflict continues, claims under aviation insurance policies have been a key focus, with a flurry of claims recently issued in the English, US, and Irish courts, and secondary market in the trading of… more

Aviation Industry, Insurance Claims, Insurance Industry, Policy Terms, Russia

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Philip Urofsky

Sanctions Round Up: First Quarter 2022

The world’s response to Russia’s invasion of Ukraine dominated the first quarter of 2022, as the US and its international partners coordinated efforts to impose unprecedented sanctions designed to isolate the Russian Federation… more

Biden Administration, China, Cuba, Department of Justice (DOJ), Economic Sanctions

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Jimena Urretavizcaya

Economic measures in Spain against Covid-19 coronavirus: moratorium on mortgage payment and on duty to file for insolvency

Today it has been published in the Spanish Official Gazette (Boletín Oficial del Estado) Royal decree-law 8/2020, dated 17 March, on urgent and extraordinary measures to fight social and economic impact of Covid-19 coronavirus… more

Coronavirus/COVID-19, Financial Services Industry, Infectious Diseases, Mortgages, Spain

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Olivier Valk

Trends in Dutch public M&A 2024

Our latest report delves into the key trends and noticeable events that have shaped the dynamic Dutch public M&A landscape from January 1, 2023 to November 12, 2024. Key trends we want to highlight are: 1. Low deal… more

Acquisitions, Corporate Governance, Environmental Social & Governance (ESG), Geopolitical Risks, Global Dealmaking

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Ben Vallimarescu

AI diffusion rule rescinded; policy guidance for advanced integrated circuits and commodities issued

The U.S. Department of Commerce, Bureau of Industry and Security (BIS) announced on May 13, 2025, its plans to rescind the Artificial Intelligence Diffusion Framework (the Rule), the Biden-era regulation that imposed a… more

Artificial Intelligence, Bureau of Industry and Security (BIS), China, Enforcement Actions, Export Controls

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Guillaume Valois

A new double tax treaty about to be concluded between France and Luxembourg

As recently announced, the French and Luxembourg governments are finalising a new double tax treaty between the two countries (the «DTT»). We outline below the key revisions and their potential impact. 1. Withholding tax… more

Dividends, Double Taxation, France, Holding Companies, Luxembourg

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Sophie van Asten

The UPC Court of Appeal in action: Insights from the first hearing before the UPC Court of Appeal

Today marked a ‘historic moment’ for the UPC, as Klaus Gabrinsky, the President of the UPC Court of Appeal, noted in his opening remarks: the first UPC Court of Appeal hearing, on 18 December 2023 in Luxembourg. The case at… more

Appeals, Luxembourg, Patents, Pharmaceutical Patents, Pleadings

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Mark van Brakel

Country and sustainability risk mitigation: a briefing for energy and mining investors

The transition of the global economy to align with the Paris Agreement aims and the UN Sustainable Development Goals is presenting many opportunities for energy and mining investors. However, it is occurring alongside a… more

Energy Projects, Energy Sector, Environmental Social & Governance (ESG), Foreign Investment, Investors

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Wouter Van de Voorde

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Iris Van den Oord

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Hilde van der Baan

CS3D - Ten questions on the Omnibus

The European Commission’s Omnibus package, published on February 26, 2025 (the Omnibus Package or the Package), proposes to simplify the EU’s sustainability laws. At the same time, it has generated significant uncertainty for… more

Business Entities, Corporate Governance, Due Diligence, EU, European Commission

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Anna van der Leeuw-Veiksha

CJEU publishes an updated Fact Sheet summarising key case law on protection of personal data

On April 28 2025, the Court of Justice of the European Union (CJEU) published an updated version of the fact sheet (the Fact Sheet) summarising key case law on protection of personal data. The Fact Sheet covers the case law… more

Court of Justice of the European Union (CJEU), Data Collection, Data Protection, Enforcement, EU

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Stephan van der Vlugt

When is the composition of a product on the market prior art?

G1/23 – EPO Enlarged Board of Appeals of the EPO “available” (referral from T 0438/19) - Under which circumstances can the public prior use of a product constitute prior art for novelty or inventive step[s], specifically if… more

European Patent Office, Intellectual Property Protection, Life Sciences, Patents, Pharmaceutical Industry

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Caspar van Dijk

UPC Court of Appeal clarifies approach to claim construction

Insulet v EOFlow UPC_CoA_768/2024 (Ord_69078/2024) The Unified Patent Court (UPC) Court of Appeal has issued a significant decision that provides important guidance on the interpretation of patent claims in UPC proceedings… more

Appeals, Claim Construction, Expert Testimony, Healthcare, Patent Infringement

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Filip Van Elsen

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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David Van Gaever

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Jesse Van Genugten

Sanctions Round Up: Third Quarter 2020

This quarter, the U.S. announced new sanctions and trade restrictions on China in response to its perceived intrusions on Hong Kong’s autonomy and reported human rights abuses in Xinjiang. The Trump Administration acted… more

China, Export Controls, Hong Kong, Iran, Office of Foreign Assets Control (OFAC)

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Yves Van Pul

The tender principles for the development of the Belgian offshore Princess Elisabeth Zone

The Belgian subsidy regime in support of offshore wind developments is undergoing some important changes. Very recently, through Royal Decrees of 23 May and 26 May 2023 and an amendment of the Electricity Act soon to be… more

Belgium, Energy Policy, Energy Projects, Infrastructure, Offshore Wind

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Pauline Van Sande

Ex post review of non-notifiable M&A deals: The Belgian Competition Authority takes action in the wake of the Towercast judgment

On 22 March 2023, the Belgian Competition Authority (the BCA) announced that it had opened an ex officio investigation into an alleged abuse of dominance by Proximus, the incumbent Belgian telecom operator, in the context of its… more

Belgian Competition Authority, Belgium, Competition, Competition Authorities, Merger Controls

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Pien van Vliet

Instant Payments Regulation - January 2025

In order to increase the use of instant credit transfers in euros at Union level, the EU legislators have amended Regulation (EU) No 260/2012 establishing technical and business requirements for credit transfers and direct… more

Compliance, EU, Financial Institutions, Financial Services Industry, FinTech

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Mathias Vandenhoudt

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Inge Vanderreken

EWC Directive Revisions 2025

European Works Councils - TRILOGUE CONSENSUS MARKS TURNING POINT IN THE LEGISLATIVE PROCESS - 1. POLITICAL BREAKTHROUGH: (ALMOST) FINAL TEXT OF THE DRAFT REVISED DIRECTIVE ON EUROPEAN WORKS COUNCILS - On 28 May 2025, the… more

Employer Responsibilities, Employment Policies, Enforcement Actions, EU, EU Directive

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Cyro Vangoidsenhoven

Sports arbitration awards potentially open to review by EU courts – is commercial arbitration next

In Seraing v FIFA e.a., Advocate General Capeta (AG) has taken the view that the principle of effective judicial protection means that EU Member State courts should be able to fully review the compliance of an award of the Court… more

Arbitration, Arbitration Agreements, Arbitration Awards, Compliance, Court of Justice of the European Union (CJEU)

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Amol Vani

Global antitrust enforcement report - March 2024

2023 saw another muted picture in terms of overall global fines for antitrust enforcement, with total penalties for the jurisdictions surveyed in our report down at USD2.9 billion, a moderate decrease from the 2022 totals… more

Acquisitions, Antitrust Provisions, Cartels, Competition, Competition Authorities

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Rhea Variava

Reflections on the 2025 AGM and reporting season

As the 2025 AGM and reporting season passes its peak, we have produced a note of our reflections on what we’ve seen in the market so far this year, and developments we’re expecting in the coming months. The key themes covered… more

Board of Directors, Capital Markets, Climate Change, Corporate Governance, Environmental Social & Governance (ESG)

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Laure Varichon

Luxembourg Employment Law: Top 10 Topics for 2024

Please find below a concise summary of our top 10 topics to watch out for in 2024, with some practical tips and recommendations on how to prepare and respond effectively to these challenges and opportunities… more

Artificial Intelligence, Collective Bargaining, Corporate Culture, Employee Benefits, Employer Liability Issues

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Bianca Vasilache

Reform of the Arbitration Act 1996: Law Commission’s Final Report and Amendment Bill

On 6 September 2023, the Law Commission of England & Wales published its final report on potential reforms to the English Arbitration Act 1996 (the “Act”). The report recommends making changes in six key areas, as well as a… more

Arbitration, Arbitration Agreements, Arbitration Procedural Rules, Arbitrators, Dispute Resolution

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Pamela Vassil

Where there's no waiver, there's no way

The English High Court has provided further guidance on the interpretation of “no waiver” clauses in a recent decision. The backdrop to this decision was a sanctions related dispute about the termination of a currency swap… more

Arbitration, Banking Sector, Banks, Commercial Litigation, Contract Terms

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Antonio Vazquez-Guillen

Income reduction for electricity producers: what’s new in Royal Decree-Law 23/2021?

On 26 October 2021, the Government has approved the Royal Decree-Law 23/2021 providing for new urgent measures in response to the on-going situation of high gas and electricity prices… more

Electricity, Energy Sector, European Commission, Natural Gas

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Alberto Vega

MiCAR under the microscope - Part 7: Prudential and capital requirements for issuers of ARTs and CASPs

In this edition of our "MiCAR under the microscope" series, we examine the prudential requirements, with a specific focus on the capital requirements that are applicable to issuers of ARTs and EMTS and CASPs under Regulation… more

Capital Markets, Compliance, Cryptocurrency, Digital Assets, EU

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Dr Alexander Veith

Global M&A Insights: Deal-making predictions for 2024

Welcome to our year-end edition of M&A Insights, where we preview some of the themes we expect to shape deal-making over the next 12 months. Continued volatility in the debt markets has resulted in another subdued year for M&A,… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, EU

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Franchesca Verendia

On the one-year anniversary of Ukraine invasion, Biden Administration imposes additional sanctions and export controls targeting Russia

On February 24, 2023, the one-year anniversary of Russia’s invasion of Ukraine, the United States, in coordination with its G7 partners and other allies, announced a series of additional sanctions and export controls targeting… more

Biden Administration, Bureau of Industry and Security (BIS), Economic Sanctions, Export Administration Regulations (EAR), Export Controls

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Eva Vermeulen

Compensation claims under the GDPR unpicking the latest EU and English case law and looking ahead

The first week of May 2023 saw further EU case law emerge on the right to compensation under the GDPR, and in this blog we analyse the implications of these latest rulings and consider what may be coming next… more

Cybersecurity, Data Privacy, Data Protection, Data Security, EU

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Prokop Verner

Global business in a changing Europe - 2024

With Parliamentary elections and a series of national votes in 2024, the EU is entering a pivotal period in its history. In this study, ‘Global business in a changing Europe’, we speak to corporate leaders across the world to… more

Acquisitions, Artificial Intelligence, Asset Management, Capital Markets, Competition

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Chloe Vialard

The Mumbai Centre for International Arbitration Releases New Rules

The Mumbai Centre for International Arbitration (MCIA) has released its 2025 Arbitration Rules, introducing major updates to streamline proceedings, enhance transparency, and align with global best practices. This post… more

Amended Rules, Arbitration Agreements, Arbitration Awards, Commercial Litigation, Contract Disputes

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Mathieu Vignon

FASTER: the European Commission’s proposal to improve withholding tax procedures

The European Commission has released its much anticipated proposal on streamlining withholding tax procedures. The proposal for a Directive on the “Faster and Safer Relief of Excess Withholding Taxes” (or the “FASTER” proposal)… more

Capital Requirements Regulation (CRR), Cross-Border Transactions, CSDR, EU, European Commission

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Marta Villar

EU sanctions enforcement is on the rise

A clear trend is emerging: Across the EU, authorities are intensifying the enforcement of EU sanctions, and it is anticipated that the prosecution of related criminal offenses will increase. As a result, the regulatory landscape… more

Compliance, Criminal Prosecution, Economic Sanctions, Enforcement Actions, EU

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Kristina Vojtko

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Dominic von Wulffen

Great Fund Insights: Navigating NAV issues in open-ended real estate funds during economic challenges

This publication focuses on the key issue currently facing managers of open-ended real estate funds offered to institutional investors: the difficulty of striking reliable valuations of properties under the economically complex… more

Alternative Investment Fund Managers Directive (AIFMD), Contract Terms, Financial Markets, Fund Managers, Investment Funds

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Lukas Vondrich

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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Petr Vybiral

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Jana Trhlikova

BankID – a fix to the Czech KYC misery

Since 1 January 2017, when the Act No. 186/2016 Coll., on Gambling (the Gambling Act) entered into force, foreign online gambling operators have been at a disadvantage in the methods of identity verification of their customers… more

Anti-Money Laundering, Banks, Czech Republic, Gambling

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Fatou Waggeh

Significant changes to U.S. enforcement priorities

One day after her confirmation on February 4, 2025, Attorney General Pam Bondi issued two Memos addressed to the entire U.S. Department of Justice (DOJ), which curtailed enforcement under the Foreign Corrupt Practices Act (FCPA)… more

Cartels, Department of Justice (DOJ), Enforcement Actions, Executive Orders, Foreign Agents Registration Act (FARA)

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Dr Jens Wagner

EU Omnibus and the CSRD – Ten burning questions on the Commission’s proposals

The European Commission formally adopted its proposals for amending the Corporate Sustainability Reporting Directive (“CSRD”) in late February 2025, as part of its highly anticipated sustainability Omnibus package. In this… more

Climate Change, Corporate Governance, Corporate Social Responsibility, Corporate Sustainability Reporting Directive (CSRD), Disclosure Requirements

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Lukas Wagner

Regulatory monitoring - June 2025

The EBA published a keynote speech delivered by its Chairperson, José Manuel Campa, at a high-level meeting for European supervisors in Ljubljana, Slovenia, on the importance of an efficient and effective financial services… more

Banking Sector, EU, European Banking Authority (EBA), Financial Markets, Financial Regulatory Reform

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Paul Wagner

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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Richard Wagner

China passes provisions to relax the cross-border data transfer regime

China has passed provisions which relax the current cross-border data transfer mechanisms. This comes as welcome news to the international business community, especially those with the need to export data from China in the… more

China, Cross-Border Transactions, Cybersecurity, Data Privacy, Data Protection

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David Wakeling

Zooming in on AI #18: Cybersecurity requirements for AI systems

The Artificial Intelligence Act (AI Act) is the world's first comprehensive legal framework for AI regulation, which entered into force on August 1, 2024. The AI Act aims to ensure that AI systems are trustworthy, safe and… more

AI Act, Artificial Intelligence, Cyber Attacks, Cybersecurity, Data Security

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Elizabeth Wall

Economic Crime and Corporate Transparency Act 2023: where are we and what’s next?

The Economic Crime and Corporate Transparency Act 2023 (ECCTA) has made, and will continue to make, significant amendments to company law in the UK. Since the first raft of company law changes implementing parts of ECCTA came… more

Beneficial Owner, Corporate Governance, Corporate Transparency Act, Disclosure Requirements, Filing Requirements

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Nick Wall

Is life returning to the private equity exit market?

Following a period in which financial sponsors have struggled to realize an acceptable prices for their assets, signs point towards a brighter outlook for 2025. At the start of 2024 private equity firms were hoping that… more

Acquisitions, Association of Southeast Asian Nations (ASEAN), Australia, Capital Markets, Corporate Governance

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Helen Walsh

Global M&A Insights Q4 2024 - introduction

In our biannual M&A trends report we explore the possible impact of the new U.S. administration on dealmaking, the dynamics of transatlantic M&A, private equity exits, and Mario Draghi’s proposals to reshape the European merger… more

Acquisitions, Artificial Intelligence, Banking Sector, Buyers, CFIUS

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David Walter

Navigating governance during financial distress

Financial distress for a company always places additional emphasis on governance—and on the duties of the directors of the company. The Australian legal system has a clear system of duties for directors—a period of financial… more

Australia, Corporate Governance, Creditors, Directors, Duty of Care

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Eva Wang

Zooming in on AI - #9: Understanding California's New AI Legislation

California Governor Gavin Newsom recently passed several AI-related bills, which address the application of AI across several industries and clarify key definitions regarding AI. Below, we provide an overview addressing some of… more

Artificial Intelligence, California, Data Privacy, Educational Institutions, Governor Newsom

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Melody Wang

China passes provisions to relax the cross-border data transfer regime

China has passed provisions which relax the current cross-border data transfer mechanisms. This comes as welcome news to the international business community, especially those with the need to export data from China in the… more

China, Cross-Border Transactions, Cybersecurity, Data Privacy, Data Protection

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Miao Wang

Important update for individuals registered with the RCS: Luxembourg National Identification Numbers

The Luxembourg Business Registers (LBR) recently published a notice in relation to the Luxembourg national identification numbers (LNIN) of individuals that need to be registered with the Luxembourg trade and companies register… more

Compliance, Filing Deadlines, Luxembourg, Registration Requirement, Regulatory Requirements

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Xue Wang

Emerging Asia powering ahead with decarbonisation agenda

Asia is at the forefront of the global challenge to balance economic development, climate adaptation and mitigation, and energy security. The region is diverse, dynamic and pragmatic, facing both the risks and opportunities of… more

Asia, Australia, Aviation Industry, Carbon Emissions, China

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Lena Wanlin

Luxembourg adopts insolvency reform: new restructuring options to complete the existing Luxembourg toolkit

The Luxembourg parliament has adopted an act on business continuity, restructuring and the modernisation of the bankruptcy regime (the Insolvency Modernisation Act or IMA)… more

Commercial Bankruptcy, EU, Insolvency, Luxembourg, Regulatory Requirements

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Sophie Waples

Distressed energy supply companies: further guidance for officeholders and stakeholders

Utility Point: the English High Court provides directions on key aspects of the supplier of last resort regime… more

Electricity, Energy Sector, Renewable Energy, UK

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Ben Ward

Private capital's place in the Middle East energy transition

Ambitious plans for renewable energy projects will create long-term opportunities for private funds and sovereign investors in the region, say Ben Ward and Kamar Jaffer. They explore the trends in private markets and what they… more

Acquisitions, Capital Markets, Energy Projects, Energy Sector, EU

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Michael Ward

Volatile Reaction to UK “Mini-Budget”

Bank of England market intervention after presentation of tax package - On 23 September, the new U.K. Government conducted the emergency fiscal event it had scheduled when taking power at the beginning of the month. Many of… more

Capital Gains Tax, Corporate Taxes, Income Taxes, Tax Avoidance, Tax Exemptions

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Ella Wardlaw

No damages if proven breach is not an effective cause of loss: “bitter truth” for innocent parties

In determining whether a breach of contract operates as an effective cause of the loss claimed, the court must apply “common sense”. Although there is a “moral asymmetry” where one party is at fault and the other an innocent… more

Breach of Contract, Contract Terms, Damages, Non-Compete Agreements, Restrictive Covenants

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Tim Waterson

ESG Update: UK Government Releases Roadmap to Sustainable Investing

The “Greening Finance” Roadmap outlines plans for new sustainability-related disclosures and implements a “Green Taxonomy” to evaluate corporate environmental behaviour and counter greenwashing… more

Business Strategies, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Tim Watson

Petrofac restructuring plan overturned by the Court of Appeal

In this alert, we consider the Court of Appeal’s judgment setting aside Petrofac’s restructuring plan sanction order, which marks the second occasion on which the Court of Appeal has overturned a previously sanctioned plan… more

Appeals, Bankruptcy Court, Chapter 11, Corporate Governance, Corporate Restructuring

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David Weaver

UK National Security and Investment Act: reducing red tape?

The UK government has published its latest annual report on the functioning of the UK’s investment screening regime under the National Security and Investment Act 2021 (NSIA) as well as announcing its intention to reduce… more

Acquisitions, Artificial Intelligence, Consultation, Foreign Investment, Investment

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James Webber

Global M&A Insights: Lateral thinking in fast-moving markets

How are dealmakers responding to an uncertain and volatile macro environment? Our latest M&A Insights report offers a global perspective on the forces shaping M&A activity, from the rising interest in the European defense… more

Acquisitions, CFIUS, European Commission, Foreign Investment, Global Dealmaking

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Dr Heike Weber

OECD Pillars: Full steam ahead

2023 is set to be a year of change for the global tax landscape. After many years of negotiation, development and consultation, implementation of the OECD’s Pillar One and Pillar Two reforms to international taxation is now well… more

Corporate Taxes, International Tax Issues, OECD, Tax Rates, Tax Reform

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Dr Jörg Weber

The German StaRUG-Scheme: Act on the Stabilisation and Restructuring Framework for Businesses

A short bullet point summary of the new StaRUG-Scheme and a non-reliance translation of the draft bill for the StaRUG-Scheme from German into English based on the preliminary text of the new draft legislation… more

Commercial Bankruptcy, Corporate Restructuring, Debt Restructuring, EU, Germany

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Sarah Weber

Navigating German FDI Rules

KEY CONSIDERATIONS AND PRACTICAL INSIGHTS FOR VENTURE CAPITAL INVESTORS - Germany’s foreign direct investment (FDI) regime has been expanded considerably in recent years, mirroring a global trend towards increased scrutiny of… more

Acquisitions, Foreign Direct Investment, Germany, Innovative Technology, Investment

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Georgia Wedgbury

How will the FCA support economic growth?

The UK Financial Conduct Authority (FCA) has unveiled its ambitious strategy for 2025-2030, with growth identified as a cornerstone of its forward-looking approach. This theme permeates the entire strategy and is one of only… more

Asset Management, Capital Markets, Economic Growth, Financial Conduct Authority (FCA), Financial Regulatory Reform

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Peter Wehner

Germany: employment law aspects of the coalition agreement at a glance

The coalition agreement between the CDU/CSU and the SPD, titled “Responsibility for Germany,” was announced on April 9, 2025. It outlines the future political strategy for Germany, addressing several aspects of employment law… more

Employee Benefits, Employee Rights, Employment Policies, Germany, Independent Contractors

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Dr Michael Weiß

Public M&A in Germany

We are pleased to present our latest analysis on the public M&A market in Germany for 2024. This comprehensive report, prepared by A&O Shearman, provides an in-depth overview of the market developments and key trends, including… more

Acquisitions, Germany, Merger Agreements, Mergers, Publicly-Traded Companies

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Adam Wells

Equity capital markets in 2022: Europe cools, the Middle East heats up. What next?

Allen & Overy’s ECM practice has been actively involved in a number of high profile and significant ECM transactions which have come to market in the first half of 2022, despite more challenging equity market conditions… more

Capital Markets, EMEA, Investors

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Andrew Wells

Equity Capital Markets in 2023: A year to be flexible, ready and creative

In 2022, Allen & Overy’s Equity Capital Markets practice was again involved in many high profile and significant ECM transactions around the world. Our standing in the market, and our role in the successes of our clients, makes… more

Capital Markets, Capital Raising, Initial Public Offering (IPO)

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Philip Wells

The Virgin Active Restructuring: Cross-border Recognition

“Virgin Active is a global gym and leisure business with operations in England, Italy, Spain, Australia, Singapore, Thailand and South Africa. The group was significantly impacted by the Covid-19 pandemic and…amassed an… more

Bankruptcy Court, COMI, Commercial Bankruptcy, Cross-Border, Foreign Bankruptcies

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Richard Wells

Third parties without benefits

Commercial contracts frequently exclude the ability of third parties to enforce contractual rights under the Contract (Rights of Third Parties) Act 1999. But, if the parties provide in general terms that a third party can… more

Appeals, Borrowers, Contract Disputes, Contract Terms, Enforcement

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Eugène Welter

The Luxembourg Stock Exchange launches new segment on Euro MTF market EM3S

The Luxembourg Stock Exchange has announced the launch of a new segment on its Euro MTF market, called EM3S, which stands for Euro MTF Specialist Securities Segment. This new segment may be an interesting option for issuers… more

Alternative Investment Funds, Asset Management, Asset-Backed Securities, Capital Markets, Disclosure Requirements

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Alexander Westin-Hardy

EU leads global charge as abuse of dominance cases target Big Tech

2024 saw a significant increase in the total fines imposed in abuse of dominance cases compared to 2023, reversing a trend of decline in recent years. The rise in fine volumes was spread across all regions of the world, with the… more

Abuse of Dominance, Antitrust Provisions, Big Tech, Competition, Enforcement Actions

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Matthew Weston

Senate Proposes to Extend Section 16 Requirements to Foreign Private Issuers

The U.S. Senate recently passed the National Defense Authorization Act for Fiscal Year 2024 (the “NDAA”), which, if enacted, would subject insiders (i.e., directors, executive officers and greater than 10% shareholders) of… more

Board of Directors, C-Suite Executives, Department of Defense (DOD), Foreign Corporations, Foreign Issuers

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Charlie Weston-Simons

Insuring data breach liabilities – how different policies can stack up and the problem of late notification

An English Court has recently decided that three insurance policies covering the same loss – data breach settlements arising from an incorrectly addressed email – provided a combined, cumulative limit of indemnity. While the… more

Cyber Insurance, Cybersecurity, Data Breach, Data Protection, Insurance Claims

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Phil Whaite

The world needs different

Becoming a truly diverse and inclusive organisation remains a top priority, as A&O adds disability and social mobility to its focus… more

Business Strategies, Career Development, Disabilities, Diversity, Diversity and Inclusion Standards (D&I)

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Danae Wheeler

The UK consults on its draft Sustainability Reporting Standards

What do businesses need to know, and how can they prepare? Introduction - On June 25, 2025, the UK government initiated a consultation (the Consultation) on the exposure draft of the UK Sustainability Reporting Standards (the… more

Climate Change, Disclosure Requirements, Environmental Social & Governance (ESG), Financial Reporting, Investors

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Sam Whitaker

FCA Primary Market Bulletin 44

Last week, the FCA issued its Primary Market Bulletin 44 ("PMB44") giving some guidance for listed companies preparing for their first season's reporting under the Listing Rules' new board diversity and inclusion rules, a… more

Board of Directors, Corporate Governance, Diversity, Diversity and Inclusion Standards (D&I), Financial Conduct Authority (FCA)

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Isobel Whitby

The cyber-nuclear nexus: safeguarding clean energy

Politicians’ and tech giants’ embrace of nuclear energy to power AI heightens the urgency to protect critical infrastructure from cyber threats… more

Artificial Intelligence, Clean Energy, Cyber Attacks, Cybersecurity, Energy Sector

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Annabelle Whitby-Smith

The UK’s new lighter-touch short selling regime

The U.K. Short Selling Regulations 2025 (“SSR 2025”) have been made. This paves the way for the U.K. to repeal and replace the regime implemented while the U.K. was in the European Union and then onshored into U.K. domestic law… more

Capital Markets, Disclosure Requirements, EU, Financial Conduct Authority (FCA), Financial Markets

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William White

[Webinar] Enforcement trends in the digital asset space - March 3rd, 12:00 pm - 1:30 pm EST

We are delighted to invite you to join our webinar taking place on Thursday, March 3 at 12:00 p.m.— 1:30 p.m. EST where we will be discussing the evolving U.S. enforcement priorities in the digital asset space. Our speakers will… more

Antitrust Violations, Asset Management, Digital Assets, Enforcement Priorities, Money Laundering

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Claire Whittaker

Renters (Reform) Bill

Following the Bill’s introduction to Parliament, there has been a focus on the abolition of Section 21 “no fault” evictions, but there are also other key changes to consider… more

Eviction, Landlords, Proposed Regulation, Regulatory Agenda, Regulatory Reform

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David Whittlesey

Fifth Circuit Securities Litigation Quarterly: first quarter 2025

Welcome to the Q1 2025 edition of A&O Shearman’s Fifth Circuit Securities Litigation Quarterly. As public companies and financial institutions continue to migrate to Texas, our Texas-based securities litigation team continues to… more

Class Action, Securities and Exchange Commission (SEC), Securities Fraud, Securities Litigation, Securities Regulation

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Joan Whybray

Pensions Academy, Spring 2023

We are delighted to announce that Pensions Academy is back for 2023. Over three days we will be holding a series of webinars on topical issues for pension schemes and the people that run them. You can register for any or all… more

Defined Benefit Plans, Employee Benefits, Pension Schemes, Pensions

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Hannelore Wiame

Modernizing EU merger control: European Commission launches wide-ranging consultation on its merger guidelines

A key objective outlined in Commissioner Ribera’s mission letter is the modernization of EU competition policy, including the framework employed by the European Commission (EC) to assess the competitive impact of mergers. In… more

Antitrust Provisions, Competition, EU, European Commission, Innovation

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Anthony Widdop

Do 70% of change initiatives really fail?

At conference after conference, we continue to hear the statistic that up to 70% of change initiatives fail. For many people this resonates with the challenges of driving organizational change. However, while this statistic is… more

Board of Directors, Corporate Culture, Corporate Officers, Directors

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Gideon Wiginton

Multilaterals hold key to Net Zero transition in developing world

Development banks have crafted a range of innovative measures to support the decarbonisation of the global South – including taking over the running of coal-fired power plants… more

Clean Energy, Energy Sector, Net Zero, Power Plants, Renewable Energy

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Nikki Williams

Great Fund Insights: The European long-term investment fund (ELTIF) Review

This memorandum aims to provide a comprehensive overview of the current ELTIF regime (see section 2 below) as well as the most salient features of the new ELTIF regime (see section 3 below), including a table showing the changes… more

ELTIF, EU, Investment Funds, Investors, Long-Term Investment Funds

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Emma Willoughby

Ban on upwards only rent reviews—a major shake-up for commercial real estate?

Without prior consultation, the UK government has introduced a significant reform to the commercial property landscape through the English Devolution and Community Empowerment Bill (the Bill), published on July 10, 2025. Tucked… more

Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Investment, Landlords

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Alexis Wilpon

Cyber and AI: NYDFS has entered the chat

On October 16, 2024, the New York Department of Financial Services (“NYDFS”) released an Industry Letter—entitled Cybersecurity Risks Arising from Artificial Intelligence and Strategies to Combat Related Risks (the “Letter”)… more

Artificial Intelligence, Consumer Privacy Rights, Covered Entities, Cybersecurity, Cybersecurity Framework

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Sarah Wilson

Emerging Asia powering ahead with decarbonisation agenda

Asia is at the forefront of the global challenge to balance economic development, climate adaptation and mitigation, and energy security. The region is diverse, dynamic and pragmatic, facing both the risks and opportunities of… more

Asia, Australia, Aviation Industry, Carbon Emissions, China

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Jan Erik Windthorst

CJEU imposes limits on the validity of asymmetric EU jurisdiction clauses

In a decision that may cause some concern, the CJEU has held that asymmetric EU jurisdiction clauses are only valid under EU law if they designate with sufficient precision the alternative jurisdictions in which proceedings may… more

Contract Terms, Corporate Counsel, Court of Justice of the European Union (CJEU), Cross-Border Transactions, Debt Collection

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Hiu Wing Kwok

MAS finalises its policy position on the regulation of stablecoin-related activities

The MAS has finalised its regulatory approach for stablecoin-related activities. The finalised approach is substantially similar to what was originally set out in its consultation paper on the same issued on 26 October 2022… more

Cryptocurrency, Licenses, Monetary Authority of Singapore, Regulatory Agenda, Regulatory Requirements

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Dr Vincent Winkler

Representative Actions for Redress: A New Option Since 13 October 2023

The redress action allows consumer associations to collectively sue companies for performance claims of consumers. The law has entered into force on 13 October 2023… more

Class Action, Dispute Resolution, EU, Germany, Injunctions

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Marinus Winters

EU 2040 climate target and carbon credits—what’s changing?

Today, the European Commission proposed an amendment to the EU Climate Law reviewing the 2040 climate targets that first enshrined climate neutrality by 2050—and with it, a structural shift in how climate action will be measured… more

Carbon Emissions, Carbon Off-Set Credits, Climate Change, Environmental Policies, EU

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Jordan Wishnew

Judge Drain Tackles Private Equity and Fraudulent Transfers in ‘Tops’ Decision

On October 12, the Honorable Robert D. Drain, U.S. Bankruptcy Judge for the Southern District of New York, issued his final decision from the bench in the bankruptcy cases of supermarket chain Tops Holdings II Corporation… more

Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy, Debt Restructuring, Dividends

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Nick Withers

Panel Proposes Narrowing The Scope Of Companies Subject To The Code

On 24 April 2024, the UK Takeover Panel published PCP 2024/1 ("PCP 2024/1"), in which it is consulting on a significant narrowing of the types of companies that will be subject to the Takeover Code (the “Code”) - i.e., as… more

Acquisitions, Beneficial Owner, Investment, Mergers, Publicly-Traded Companies

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Dr Stefan Witte

Navigating German FDI Rules

KEY CONSIDERATIONS AND PRACTICAL INSIGHTS FOR VENTURE CAPITAL INVESTORS - Germany’s foreign direct investment (FDI) regime has been expanded considerably in recent years, mirroring a global trend towards increased scrutiny of… more

Acquisitions, Foreign Direct Investment, Germany, Innovative Technology, Investment

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Dr Jonas Wittgens

Public M&A in Germany

We are pleased to present our latest analysis on the public M&A market in Germany for 2024. This comprehensive report, prepared by A&O Shearman, provides an in-depth overview of the market developments and key trends, including… more

Acquisitions, Germany, Merger Agreements, Mergers, Publicly-Traded Companies

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Abigail Witts

Disputes 101 - Boilerplate provisions and how not to get scalded

In the fourth and final post on our series on Disputes 101 we look at boilerplate provisions on: entire agreements, non-reliance, oral variation (aka oral modification) and waiver. Entire agreement and non-reliance - Entire… more

Breach of Contract, Contract Disputes, Contract Interpretation, Contract Terms, Dispute Resolution

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Victoria Woestmann

Luxembourg Case Law Briefing – Corporate Law Highlights - 2025 Edition

We are very pleased to present the 2025 edition of our Luxembourg corporate law-focused case law briefing, curated by the A&O Shearman Luxembourg Corporate/M&A team. In this edition, we focus on the 2024 calendar year rulings… more

Bankruptcy Court, Business Litigation, Corporate Governance, Corporate Officers, Corporate Restructuring

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Mathilde Wojazer

How ESG, deferred prosecution and tax enforcement shape the French corporate crime landscape

Environmental, Social and Governance (ESG) litigation continues to be a hot topic, before both the French commercial and criminal courts. The number of French-style deferred prosecution agreements (Convention Judiciaire… more

Corporate Crimes, Corporate Governance, Criminal Convictions, Enforcement Actions, Environmental Social & Governance (ESG)

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Ariel Woldar

2022 Proxy Season Quick Reference Guide

The 2022 proxy season is just around the corner. This quick reference guide, which is intended to supplement Shearman & Sterling’s 19th Annual Corporate Governance & Executive Compensation Survey, summarizes themes from the 2021… more

Board of Directors, Corporate Governance, Disclosure Requirements, Executive Compensation, Proxy Season

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Chiara Wolf

Luxembourg introduces tax relief package for corporates and individuals

On July 17, 2024, the Luxembourg Minister of Finance submitted Bill of Law #8414 to the Luxembourg Parliament. The Bill proposes a series of tax measures aiming to make Luxembourg a more attractive place to work, do business and… more

Corporate Taxes, ETFs, Income Taxes, Luxembourg, Regulatory Requirements

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Patrick Wolff

A Step Towards Removing the Red-Tape For Europe’s Green Hydrogen Sector

On September 14, 2022, the European Parliament (the Parliament) adopted its position on revised amendments to the Renewable Energy Directive (Recast) 2018 (RED II), amongst other things, proposing requirements for renewable… more

Carbon Emissions, Clean Energy, Climate Change, Electricity, Energy Projects

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Garreth Wong

Personal Liability of Directors for Climate Strategy: Landmark Case against Energy Company Board

In a potentially precedent-setting case, 11 directors of global energy company Shell Plc (formerly Royal Dutch Shell Plc) are being sued in their personal capacity over the company’s energy transition strategy. The claim, which… more

Board of Directors, Climate Change, Corporate Counsel, Directors, Environmental Social & Governance (ESG)

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Ka Sen Wong

OECD Pillars: Full steam ahead

2023 is set to be a year of change for the global tax landscape. After many years of negotiation, development and consultation, implementation of the OECD’s Pillar One and Pillar Two reforms to international taxation is now well… more

Corporate Taxes, International Tax Issues, OECD, Tax Rates, Tax Reform

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Leo Wong

Synopsis Of Hong Kong Stock Exchange’s New Guide For New Listing Applicants

In an effort to enable new listing applicants and their advisers to systematically and conveniently navigate all new listing-related guidance, The Stock Exchange of Hong Kong Limited (the “HKEX”) published the Guide for New… more

Capital Markets, Hong Kong, Listing Applications, Listing Rules, Stock Markets

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Patrick Wong

SAFE Relaxes Repatriation Restrictions under Neibaowaidai Structure

On 26 January 2017, the State Administration of Foreign Exchange (SAFE) of China released a Circular on Further Advancing the Reform of Foreign Exchange Administration and Improving the Examination of Authenticity and Compliance… more

China, Foreign Debt, Loans, NDRC, SAFE

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Alexander Wood

Recent restructuring plan cases: important guidance for advisers

The restructuring plan has so far proven to be a powerful tool to facilitate restructurings of complex capital structures. Two recent cases provide further helpful guidance for advisers when formulating a restructuring plan and… more

Creditors, Debt Restructuring, Insolvency, Lenders, Mauritius

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Steve Wood

UK Information Commissioner's Office launches AI and Biometrics Strategy

In early June the UK Information Commissioner’s Office (ICO) launched its AI and Biometrics Strategy (AIBS), the first time it has published a dedicated document setting out its priorities on General Data Protection (GDPR)… more

Algorithms, Artificial Intelligence, Automated Decision Systems (ADS), Biometric Information, Corporate Counsel

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Christopher Woolf

European regulation provides a model for Net Zero real estate

Europe’s real estate decarbonisation rules are among the most stringent in the world. By focusing on efficiency – and allocating responsibility for funding upgrades – they offer an example to follow… more

Carbon Emissions, Energy Efficiency, EU, Net Zero

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Alexander Wüpper

Mixed picture: Germany clarifies its FDI regime in view of high-tech and further sensitive companies

On 1 May 2021, the latest amendment of the German Foreign Direct Investment (FDI) regime entered into force, following a decision of the German government as of 27 April 2021… more

Acquisitions, Critical Infrastructure Sectors, Foreign Direct Investment, Foreign Investment, Germany

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Joachim Wuermeling

CRD VI—European Banking Authority report on direct provision of services from third country institutions

This note discusses the European Banking Authority’s (EBA’s) report, published on July 23, 2025, which addresses whether and when EU non-bank entities should be allowed to deal with locally unregulated non-EU banks. In some… more

Banking Sector, Capital Requirements, Cross-Border Transactions, EU, EU Directive

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Jennifer Wyatt-Molloy

Disputes 101 – How to get out of a contract or obligation

Back to basics – Do you even have a contract? Generally, a contract will be formed when parties come to an agreement through offer/acceptance. This doesn’t typically create problems where there is a written agreement between… more

Arbitration, Breach of Contract, Contract Disputes, Contract Drafting, Contract Negotiations

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Magnus Yadi

Moving the Goalposts: Football Governance Bill introduces Independent Football Regulator to Parliament

As the UK Government seeks to put sustainability at the heart of the beautiful game, in this article we consider: The Bill’s introduction to Parliament represents the culmination of several years of UK Government activity… more

Acquisitions, Commercial Litigation, Corporate Governance, Football, Legislative Agendas

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Daniel Yao

18th Annual Corporate Governance & Executive Compensation Survey 2020

In last year’s Survey, we noted that concern for environmental and social issues (the “E” and the “S” of “ESG”) had reached an inflection point, having taken center stage from the more traditional governance issues (the “G” of… more

Best Practices, Board of Directors, Business Plans, Business Strategies, Capital Markets

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William Yaro

Code Is Not Law: The Legal Background for Trade Finance Using Blockchain

Shearman & Sterling, R3 and BAFT (Bankers Association for Finance and Trade) have released a technical paper, “Code Is Not Law: The Legal Background for Trade Finance Using Blockchain,” which examines the paths to securing legal… more

Blockchain, Corporate Finance, Distributed Ledger Technology (DLT), Electronically Stored Information, Letter of Credit

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Edward Yau

Hong Kong passes its first Cybersecurity Law to safeguard critical infrastructure

Hong Kong’s Legislative Council passed the Protection of Critical Infrastructures (Computer Systems) Bill (the “CI Bill”) on March 19, 2025. This landmark legislation aims to enhance cybersecurity and minimize disruptions caused… more

Compliance, Cybersecurity, Data Security, Enforcement Actions, Hong Kong

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Humzah Yazdani

Facilitating Clean Hydrogen in the US: The Draft Clean Hydrogen Production Standard

The U.S. Department of Energy (DOE) has now published draft guidance for a Clean Hydrogen Production Standard (CHPS). The draft CHPS also includes a questionnaire seeking feedback from hydrogen industry stakeholders by November… more

Clean Energy, Department of Energy (DOE), Energy Projects, Energy Sector, Green Energy

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Siang Yee Chua

Submission to arbitral tribunal for interim relief may not amount to submission on merits

In a recent judgment, the Singapore Court of Appeal had to decide whether a party could submit to the jurisdiction of an arbitral tribunal to determine an interim application, while at the same time maintaining its reservation… more

Appeals, Arbitration, Arbitration Awards, Commercial Litigation, Dispute Resolution

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Alan Yeung

SEC Issues Order Extending Conditional Exemptions from Reporting and Proxy Delivery

As part of its response to the effects and economic disruption that the novel coronavirus disease 2019 (“COVID-19”) is causing to the worldwide economy, on March 25, 2020, the Securities and Exchange Commission (“SEC”) issued an… more

Coronavirus/COVID-19, Filing Requirements, Information Statements, Proxy Statements, Publicly-Traded Companies

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Stephanie Yiolitou

Luxembourg introduces tax relief package for corporates and individuals

On July 17, 2024, the Luxembourg Minister of Finance submitted Bill of Law #8414 to the Luxembourg Parliament. The Bill proposes a series of tax measures aiming to make Luxembourg a more attractive place to work, do business and… more

Corporate Taxes, ETFs, Income Taxes, Luxembourg, Regulatory Requirements

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Mona Yip

Virtual APAC Corporate Academy Session 1 - Trends in private M&A

Every year, analysts at Allen & Overy review M&A data collected by the firm over the previous 12 months of deals. The analysts look for trends, year-on-year changes and differences in practice across the globe. Recently, we… more

Buyers, Escrow Accounts, Foreign Direct Investment, Sellers

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Charles Yorke

The UK's carbon border adjustment mechanism continues to take shape

Ahead of the commencement of the UK Carbon Border Adjustment Mechanism (CBAM), key building blocks for its regulatory framework are moving into place. Following consultations in 2023 and 2024, draft legislation and a policy… more

Carbon Emissions, Compliance, Environmental Policies, Greenhouse Gas Emissions, HM Treasury

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Jennifer Younan

Widening the sanctions net in uncertain times: latest developments in the U.S., EU, and U.K.'s sanctions targeting Russia

In the context of the third anniversary of Russia’s invasion of Ukraine, the U.S., EU, and U.K. continue to implement new measures to stifle Russia’s war efforts. The Biden administration continued to escalate sanctions… more

CAATSA, Economic Sanctions, Energy Sector, EU, Executive Orders

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Renad Younes

Energy & Infrastructure Insight – Autumn 2020 – Issue 3

We are pleased to publish the Third Edition of our Energy & Infrastructure Insight, providing information and analysis of the current issues facing the energy and infrastructure sectors across the globe. In this latest… more

Carbon Emissions, Climate Change, Discharge of Pollutants, Energy Sector, EU

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Jo Young

The Trump era DOJ and FTC: a return to merger remedies

This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement is… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Department of Justice (DOJ), Enforcement Actions

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Kevin Young

Decarbonising transportation requires collaboration and regulatory reform

Getting to Net Zero shipping and aviation is a complex challenge. However industry collaboration, innovation, new regulations and pressure from customers are helping to accelerate progress… more

Carbon Emissions, Climate Change, Net Zero, Shipping, Vessels

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Adam Youngman

The Crime and Policing Bill 2025: further reforms to be made to the identification principle

The Crime and Policing Bill 2025, published by the UK Government on February 25, 2025, proposes extending the new ‘senior manager’ test of corporate criminal attribution to all criminal offences, not just economic crime… more

Compliance, Corporate Crimes, Corporate Liability, Corporate Transparency Act, Criminal Prosecution

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Jennifer Yu

HKMA guideline on Digital Bond Grant Scheme

On November 28, 2024, the Hong Kong Monetary Authority (HKMA) published the guideline on Digital Bond Grant Scheme (DBGS). As acknowledged in the 2024 Policy address, the DBGS is part of the Hong Kong Government and HKMA’s… more

Bonds, Digital Securities, Financial Regulatory Reform, Financial Services Industry, Hong Kong

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Guled Yusuf

Mining in Africa and its role in the global energy transition

The road to decarbonisation - From the copper belts of Zambia and the lithium and cobalt deposits in the Democratic Republic of the Congo (DRC) to the manganese mines in Gabon, the African continent holds much of the promise of… more

Africa, Batteries, Clean Energy, Electric Vehicles, Energy Sector

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Mohamed Zaatout

The Netherlands: a review of cross-border white collar crime and investigations developments

Dutch authorities continued their focus on enforcement of white-collar crimes in 2024, particularly regarding sanctions violations, environmental crimes, and tax fraud, scrutinizing the conduct of senior executives in those… more

Anti-Corruption, Anti-Money Laundering, Artificial Intelligence, Compliance, Corporate Governance

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Christina Zachariasen

Overcoming eDiscovery-Related Chat Data Challenges Part 5 review and disclosure

In this fifth and final post in our blog series addressing challenges related to the discovery of chat data, our eDiscovery experts continue providing practical advice for businesses when encountering chat data in… more

Antitrust Division, Artificial Intelligence, Bots, Data Collection, Databases

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Catherine Zachry

T+1 Settlement Coming May 28, 2024

On February 15, 2023, the SEC adopted several changes to shorten the standard settlement cycle for securities transactions to T+1 effective May 28, 2024… more

Broker-Dealer, Capital Markets, Domestic Securities Transaction, Securities, Securities and Exchange Commission (SEC)

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Bobbi Zahn

U.S. DOJ first declination for sanctions violation since creation of M&A safe harbor

On June 16, 2024, the U.S. Department of Justice’s (DOJ) National Security Division (NSD) and the U.S. Attorney’s Office for the Southern District of Texas (SDTX) announced the first-ever declination to prosecute a firm and its… more

Corporate Misconduct, Department of Justice (DOJ), Due Diligence, Export Controls, Non-Prosecution Agreements

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Maryam Zamir

Liability caps: a reminder for contract drafters

A liability clause operated as a single aggregate cap for all claims: Drax v Wipro. Wipro provided software services to Drax under a master services agreement. After a series of missed milestones, revised dates and delayed… more

Contract Terms, Limitation of Liability Clause, Master Service Agreement, UK

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Camilla Zanetti

Prospectus Directive: The Commission’s Proposal for a New Prospectus Regulation

The European Commission, as part of its Capital Markets Union action plan and its commitment to simplify and harmonize EU laws, on November 30, 2015 adopted a proposal for a new prospectus regulation, intended to replace the EU… more

Capital Markets Union, Corporate Issuers, EU, EU Directive, European Commission

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Saurav Zangeneh

Österreichische Post AG Another nail in the coffin of class actions under the GDPR

In finding that “mere upset” alone does not give rise to compensation under the GDPR, the Advocate General of the Court of Justice of the EU may have dealt another blow to those pursuing class actions under the GDPR… more

Class Action, Cybersecurity, Data Protection, General Data Protection Regulation (GDPR), Personal Data

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Kitty Zheng

Hong Kong and Singapore Expand Arbitration Funding Options

Hong Kong and Singapore, the Asia Pacific’s leading seats of international arbitration, have both implemented reforms enabling parties to enter into outcome related fee structures (ORFSs) with their lawyers for arbitrations and… more

Arbitral Authority, Arbitration, Arbitration Agreements, Arbitration Awards, Cross-Border

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Shaobo Zhu

[Webinar] Exclusively Life Sciences Series - CREATES Act: What we've learned so far and recommendations for the industry - September 29th, 12:00 pm - 1:00 pm EST

In late 2019, Congress enacted the “CREATES Act”, which established a private right of action in which generic or biosimilar manufacturers may sue an innovator for an injunction and monetary award for not selling samples of an… more

Anticompetitive Behavior, Biosimilars, Continuing Legal Education, CREATE Act, Generic Drugs

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Eda Zhuleku

EU restricts Chinese access to public procurement of medical devices

Last Friday, the European Commission announced its first International Procurement Instrument (IPI) measure, excluding “economic operators” from China from participation in EU public procurement procedures for medical devices… more

China, Economic Sanctions, EU, European Commission, International Trade

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Rachel Mossman Zieminski

FTC Says (Almost) No More Employee Non-Competes

On April 23, 2024, the Federal Trade Commission (“FTC”) issued the Non-Compete Clause Rule (“Final Rule”). Under the Final Rule, after the effective date (120 days from publication in the Federal Register), almost all… more

Contract Terms, Employer Liability Issues, Employment Contract, Federal Trade Commission (FTC), Hiring & Firing

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Dr Marc Zimmerling

The new product liability

On October 10, 2024, the Council of the EU adopted the new EU Directive on Liability for Defective Products, which replaces the previously applicable Product Liability Directive of 1985, thereby fundamentally changing the… more

Artificial Intelligence, Commercial Litigation, Disclosure, Dispute Resolution, EU

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Jessica Zoller

Australia’s regulatory crackdown targets bribery, money laundering and cybercrime

New bribery offenses in Australia now make it easier for authorities to prosecute organizations and require companies to exercise greater oversight and controls. Australia’s regulators remain active in greenwashing and other… more

AML/CFT, Anti-Bribery, Anti-Money Laundering, AUSTRAC, Australia

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Adolfo Zunzunegui

OECD Pillars: Full steam ahead

2023 is set to be a year of change for the global tax landscape. After many years of negotiation, development and consultation, implementation of the OECD’s Pillar One and Pillar Two reforms to international taxation is now well… more

Corporate Taxes, International Tax Issues, OECD, Tax Rates, Tax Reform

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