It has been long-established by the classic fundamental principles of corporate law that companies are separate and distinct persons from their shareholders, directors and officers. From this flows the general principle that it is the company, and the company alone, that can be liable for its obligations ...
The rule in the case of Royal British Bank v Turquand 1 is commonly known as Turquand’s Rule or the indoor management rule. It stipulates that an “outsider” dealing with a company in good faith is entitled to assume that there has been compliance with the Articles of Association. You can also assume compliance with the by laws of the company and that the “outsider” need not question the formalities of the internal proceedings of a company ...
After a sustained legislative marketing activity that started earlier this year, Government Emergency Ordinance 45/2018 amending and supplementing certain regulatory acts with impact on public procurement was published in the Official Gazette no. 459 ...
On 15 June 2018, exactly one year to the day after the publication of the previous draft, the new South African Minister of Mineral Resources, Gwede Mantashe (the “minister”), published for public comment the Draft Broad-Based Black Economic Empowerment Charter for the South African Mining and Minerals Industry, 2018 (the “Draft 2018 Mining Charter”) ...
How to strike the right balance between (i) the business need to take preparatory steps in view of integrating the target in M&A deals and (ii) the legal requirement to comply with the standstill obligation under merger control rules? ...
On June 14, 2018, Mexico’s Ministry of Economy (Secretaría de Economía) published in the Official Federal Gazette amendments to Articles 73 and 129 of the General Law of Commercial Companies (Ley General de Sociedades Mercantiles) (the “Law”), imposing a new requirement to provide notice in the Ministry of Economy’s electronic system regarding entries made in the Shareholder and Member Registry Books of Corporations and Limited Liability Companies (t
In the Loop: With the Hanson Bridgett Government Group Many of us have had to request reimbursement from our company for an expense, which can be a pretty complicated process. For members of a legislative body, these rules can be even more specific. We'll think about Buddy, who sits on city council. Not long ago, the City gave Buddy a city-owned tablet to allow him to do his job remotely ...
Should The Bahamas be at the forefront of cryptocurrency regulatory policy by implementing smart, flexible regulation that encourages the legitimate operators in the sub-sector to bloom or should we leave well enough alone?The Bahamas’ position in the landscape of the cryptocurrencies is a familiar one to many in the traditional financial services economy - they’ll know this story all too well with the growth, development, and decline of private banking: a new and exciting innovation
On June 1, 2018, the Los Angeles County Superior Court granted a Defendant’s Motion to Compel Individual Arbitrations of the two Plaintiffs’ wage claims, dismissed the class claims and stayed the action with regard to the remaining Private Attorney Generals Act (PAGA) claim. The Court, in Navarrete v. Louis Vuitton, Case No ...
On June 1, 2018, the Los Angeles County Superior Court granted a Defendant’s Motion to Compel Individual Arbitrations of the two Plaintiffs’ wage claims, dismissed the class claims and stayed the action with regard to the remaining Private Attorney Generals Act (PAGA) claim. The Court, in Navarrete v. Louis Vuitton, Case No ...
COMOROS: Treaty with United Arab Emirates enters into forceThe income tax treaty between the Comoros Islands and the United Arab Emirates, recently entered into force. GHANA: VAT withholding agents appointed In an attempt to improve value-added tax (“VAT”) compliance, the Ghana Revenue Authority (“GRA”) announced the appointment of identified VAT withholding agents per industry on 17 May 2018 ...
In a unanimous decision, the California Supreme Court recently addressed the standard to determine whether a worker is an independent contractor or an employee in wage and hour disputes under California’s Industrial Welfare Commission (IWC) wage orders. In Dynamex Operations West, Inc. v ...
The Serbian Parliament adopted amendments to the Serbian Company Law (Law), and they were published in the official journal on the same date. This is the first overhaul of the Serbian Company Law since it was enacted back in 2011. Most of the amendments relate to the introduction of the concepts required for Serbia's accession to the EU (such as cross-border merger and European company forms) ...
The concepts of venture capital (VC) and private equity (PE) were first introduced to China in the late 1980's. Ever since the 1990s, with the rapid growth of China's economy and the uprecedented expansion of start-ups, investments, and mergers and acquisitions, China's PE/VC industry has maintained a strong momentum and the number of PE/VC firms has grown exponentially ...
With intellectual property (“IP”), the focus is often on protection (generally in the form of registration) and enforcement, which often takes the form of an infringement action. Yet, there is also always a great deal of transactional activity taking place in respect of IP assets. This activity tends to fly under the radar, but two recent deals have made the news. These deals are examples of two of the most common IP transactions: licences and sales ...
Celebrities have done a great deal to increase awareness of intellectual property (“IP”). The reason for this is simple: celebrities make significant use of IP and when they get into legal spats, their disputes make the news. The reason why celebrities are attracted to IP in the first place is equally simple: they know that they can use IP to significantly increase their wealth ...
Over the past few years, we’ve reported on a number of legal battles involving chocolate bars such as Kit Kat and Toblerone. These cases have dealt with the shape or appearance of chocolate bars. Another “food fight” has erupted in the UK, and this time it involves a speciality chocolate manufacturer called Hotel Chocolat and the retail chain Waitrose ...
This article will focus on the experience in practice and the evolution of privatizations of state and socially owned companies in Serbia in the period of transition and will assess the boundaries of arbitrability of disputes that arise out of the termination of privatization agreements. The term arbitrability will be analysed from a broader perspective, as opposed to the traditional and commonly used meaning of this term - whether a certain dispute is suitable for arbitration ...
The first upscale exploration of oil and gas in Montenegro started in 1914, when King Nikola Petrovic approved the National Assembly's decision for oil exploration around Lake Skadar. The first well in the area of Crmnica dates back to 1922 - although it produced nothing of significance. In later researches of the Montenegrin offshore, the existence of geological structures with the potential for hiding hydrocarbon deposits was confirmed ...
Following a tip, the Serbian Competition Commission (the "Commission") recently started investigating the business relationship between GR Sport and Polanik, a Polish company, concerning an alleged infringement of competition – the conclusion of a restrictive agreement which was not notified for prior exemption under the applicable legal framework ...
The Montenegrin Government plans to publish a tender for the lease of state land for the purpose of constructing a solar power plant in the municipality of Ulcinj. According to the announcement, the tender envisages a total of 6,621,121 square meters of land for the planning, construction, exploitation, and maintenance of a solar power plant at Briska gora, in the very south of Montenegro ...
Introduction I have been asked to speak on the Base Erosion Profit Sharing of the OECD, or better know as BEPS. This is a new acronym that, similar to CRS and the harmful tax initiative program, is geared at a multilateral approach to the application of uniform tax rules and standards. Unlike the CRS and the harmful tax practices initiatives of the past, BEPS has a focus not necessarily on the private client, but on the multinational commercial organization ...
On May 9, 2018, Deputy Attorney General Rod J. Rosenstein released a new “Policy on Coordination of Corporate Resolution Penalties” (“Policy”) in an effort to ameliorate the unwarranted “piling on” of penalties by the Department of Justice (“DOJ”) and other law enforcement agencies outside of the DOJ. The Policy’s teeth come in the form of the new section 1-12.100 to the United States Attorney Manual, which requires U.S ...
