This quarterly newsletter summarizes some of the recent administrative actions that will go into effect this year and which will impact funds and their advisers, beginning with the EDGAR requirements that mutual funds and separate account issuers designate new codes for each series and class when making their EDGAR filings ...
EDGAR Identifiers for Series and Classes Last July, the Securities and Exchange Commission adopted amendments to Regulation S-T to require mutual funds and insurance company separate accounts issuing variable annuity contracts or variable life insurance products to obtain identifiers and electronically identify in their filings made through the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system to which of their series or classes the filing relates. See Rel. No ...
There have been fresh developments in the continuing battle between pharmaceutical manufacturers and parallel importers. National and European courts have been attempting to strike a balance between the principle of the free movement of goods within the EU and the legitimate protection of intellectual property rights. The most recent contribution has come from Advocate General Sharpston (AG) in her opinion in the ongoing case of Boehringer and others v Swingward and Dowelhurst (C-348/04) ...
A distribution franchise agreement allows a producer of goods or services (the “Franchisor”) to transfer to another entity (the “Franchisee”), in return of a fee, the commercialisation of such products under the Franchisor’s trade mark(s) and distinctive signs, in conformity with its uniform business method and upon the provision, by the Franchisor to the Franchisee, of technical know how and regular assistance ...
The commercial distribution of goods and services developed with the dynamics between sophisticated global markets, where the European Internal Market is integrated, with traditional markets of a local character or national dimension. The type of contract adopted by the producers or importer companies in order for their products or services to reach, through the commercial intermediaries, the final users – consumers or not – i. e ...
There are three possible courses of action in this situation. These are: Derivative action A derivative action is brought under common law by a member on behalf of a company in respect of a wrong done to that company. Remedies awarded are for the benefit of the company. Derivative actions are an option where the company itself could sue and there has been a fraud on the minority, illegality or a failure to approve a matter by the members passing an appropriate resolution ...
On March 31, 2006, the Treasury Department published in the Federal Official Gazette the "General Foreign Trade Rules for 2006" (GFTR), intended to help taxpayers in the application of the law. While the GFTR may give taxpayers rights, they may not establish obligations different from those contained in the Mexican Constitution or in laws and regulations ...
On March 6, 2006, the Ministry of the Economy published the Explanatory Notes for the Tariff Classification of Goods in the Federal Official Gazette, after a delay of over four years from the date of publication of the Federal Law on Import and Export Duties (“FLIED”) on January 18, 2002. These Explanatory Rules should have been published at the same time ...
The courts have always considered Quebec’s class action legislation to be strictly procedural and not modifying substantive law. Normally a person can only sue if he has a legal relationship with the defendant, meaning that he has a personal right of action. Thus, in the case of Bouchard v. Agropur coopérative et al,1 Mr. Justice J. Viens refused to authorize Bouchard to institute a class action against dairies from which he had not purchased milk. However, Mr. Justice M ...
The State Council promulgated the Regulations for the Administration of Direct Sales (the “Direct Sales Regulations”) and the Regulations for the Prohibition of Pyramid Sales (the “Pyramid Regulations”) on 23 August 2005. The Direct Sales Regulations, which entered into effect on 1 December 2005, allow the reintroduction into China of the direct sales business model that was banned in 1998 ...
The Central Government of the People’s Republic of China (“the Mainland”) and the Government of the Hong Kong Special Administrative Region (“Hong Kong”) reached a further understanding regarding the Closer Economic Partnership Arrangement between the Mainland and Hong Kong (“CEPA”) (as discussed in the July 2003 and November 2003 issues of China Legal Update) on 27 August 2004 ...
The Ministry of Finance promulgated the Measures for the Examination and Approval of the Advanced Recovery of Their Investment by Foreign Partners in Chinese-foreign Cooperative Joint Venture Enterprises on 9 June 2005. The Measures, which entered into effect on 1 September 2005, specify the conditions that foreign investors must satisfy to obtain advanced recovery of their investment in a Chinese-foreign cooperative joint venture (“CJV”) ...
The National Development and Reform Commission promulgated the Provisional Measures for the Administration of Venture Capital Enterprises on 15 November 2005. When they enter into effect on 1 March 2006, the Measures will be the first national statute governing venture capital investment in China ...
On December 31, 2005, amendments to Ontario’s Securities Act will come into effect to provide investors with a new recourse against companies and their directors, officers, employees and consultants for any misrepresentation in their public documents or public oral statements, or for failure to make timely disclosure of material changes in the company’s circumstances ...
The Wider Economic Environment In 1978, the Government of the People’s Republic of China embarked on a comprehensive program to reform China’s state-planned economy and introduce a free market economy. The new capitalist structures were initially intended to co-exist with the state-planned economy, but a massive surge in foreign investment has since stimulated the free market economy to eclipse the public sector in the industrialised south and eastern seaboard of the country ...
The recent decision of the Court of Quebec, Small Claims Division, in the case of Spénard v. Promutuel Bois-Francs, société mutuelle d’assurance générale,1 revisited the issue of the right of an insurer to seek the nullity of an insurance policy based on an insured’s failure to disclose a prior conviction under the Young Offenders Act. The Plaintiff claimed $5,100 from his insurer for property stolen from his home between January 24 and January 27, 2003 ...
This Order . which came into effect on 1 December 2005, facilitates the expansion of the electronic filing system in the Companies Registration Office. Companies may now appoint Electronic Filing Agents to sign and file documents with the CRO in electronic form. The Minister of State at the Department of Enterprise, Trade and Employment, Mr Michael Ahern, stated, “The introduction of a statutory Electronic Filing Agent will greatly simplify the process for companies and their agents ...
In February of the present year, the Law No. 511 on the Creation of the Superintendence of Public Services (SISEP) was enacted. This Law substituted on its functions the Institutions rendering Public Services of Telecommunications, Energy and Drinking Water, (INAA, TELCOR; INE), and revoked their Organic Laws leaving them without any effect. From this legal event it existed in Nicaragua uncertainty for all the private parties who had established legal relationships with these institutions ...
Re Hunting plc [2004] EWCH 2591 (Ch) Facts: The company’s issued share capital consisted of ordinary shares and convertible preference shares. Under the company’s Articles of Association, the preference shareholders were not entitled to attend at or vote at general meetings of the company, unless, among other things, a resolution was to be proposed at that meeting which modified any of the rights attaching to the preference shares ...
The funds industry in Ireland has exceeded US$500 billion (over €410 Billion), according to the latest edition of Fitzrovia International’s Dublin Fund Encyclopaedia. A&L Goodbody remains the leading legal adviser by net asset value, representing funds in excess of US$149 billion, i.e. 25.8% of all funds in the Irish market ...
On April 4, 2005, the Court of Appeal issued its decision in CGU v. The Wawanesa Mutual Insurance Company and Axa Insurance1, which sheds new light on the right of a subrogated insurer to institute legal proceedings directly against the insurer of the person allegedly responsible for the loss. The decision also contains a discussion of the concept of solidarity between insurer and insured for the purposes of the interruption of prescription ...
The simplest way of achieving your objective might be to consider the introduction of a share option scheme – this would enable your company to grant its employees rights to acquire shares at a pre-determined point in the future (i.e. on the occurrence of a flotation), but at a price which is fixed when the options are awarded ...
