On 30 March 2011, Bank of Italy published a set of supervisory provisions concerning banks’ remuneration and incentive policies and practices (the “New Regulations”) with the purpose to implement the European Directive 2010/76/EC of 24 November 2010 (“Capital Requirements Directive III” or “CRD III Directive”) ...
The Supreme Court recently held that a federal agency’s response to a Freedom of Information Act (FOIA) request could bar a later False Claims Act case based on the information disclosed. In Schindler Elevator Corp. v. United States ex rel. Kirk, 563 U.S. __ (2011),1 the Court held that a response to a FOIA request is a “public disclosure” in an “administrative report” under the False Claims Act ...
The Securities and Exchange Commission has reached its first-ever deferred prosecution agreement (“DPA”) with Tenaris, S.A., a global supplier of steel pipe products to the oil and gas industry. Tenaris disclosed to the Commission that its employees had engaged in conduct that potentially violated the Foreign Corrupt Practices Act (“FCPA”). Following an investigation, in which Tenaris fully cooperated, the SEC agreed to defer prosecution in exchange for Tenaris’s continued cooperation, $5 ...
IN A NUTS HELL…* Risk management is a key element in the management of an enterprise, which its management team is responsible for.* Risk management must be a part of a board’s charter in keeping with best governance practices. * Adhering to a director’s duty of care involves participating, to a certain extent, in risk management ...
IN A NUTS HELL… Risk management is a key element in the management of an enterprise, which its management team is responsible for. Risk management must be a part of a board’s charter in keeping with best governance practices. Adhering to a director’s duty of care involves participating, to a certain extent, in risk management ...
The United States and Texas Supreme Courts have declined to review the appeals of two Texas appraisal districts’ power to tax oil and natural gas in transit. In both cases, Texas courts of appeals held that oil and natural gas moving in the stream of interstate commerce are not subject to ad valorem taxation in Texas. These decisions solidify the law in Texas that property moving in transit is not taxable ...
Last week, a Decree was published in the Official Journal of the Federation that amended, supplemented, and repealed various provisions of the Federal Competition Law (Ley Federal de Competencia Económica), the Federal Penal Code (Código Penal Federal) and the Federal Tax Code (Código Fiscal de la Federación) (collectively, the “Decree”) in the area of antitrust regulation. The most significant aspects of the reforms are the following: 1 ...
Recently, the Premerger Notification Office (“PNO”) issued a statement to clarify the use of escrows in connection with transactions subject to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”). The statement supersedes all previous informal interpretations and advice from the PNO. In sum, the current PNO view is that escrows generally do not shield a buyer from obtaining beneficial ownership of the escrowed assets or voting securities ...
The Royal Decree of 3 March 2011 regarding the evolution of the supervisory architecture of the financial sector (“Koninklijk besluit betreffende de evolutie van de toezichtsarchitectuur voor de financiële sector” / “Arrêté royal mettant en oeuvre l'évolution des structures de contrôle du secteur financier”) (the “Royal Decree”) entered into force ...
A Florida court has rejected the Securities and Exchange Commission’s single-factor transaction-based compensation test for broker activity, perhaps signaling a more favorable view toward “finders” in the future. The court held that an array of non-exclusive factors should be evaluated to determine whether a finder engaged in broker activity ...
The Memorandum of Understanding entered into between the Portuguese State and the International Monetary Fund, the European Central Bank and the European Commission (“the Troika”) sets forth a range of goals and measures that shall be implemented by the Portuguese State in order to promote competition in the markets as a means to improve economic growth ...
The UK Department for Business Innovation and Skills (BIS) is currently consulting on a fundamental review of the UK competition regime. This includes, amongst other proposals, the introduction of a mandatory merger regime and a combination of the hitherto distinct first and second phase authorities (the Office of Fair Trading (OFT) and the Competition Commission) to form a single 'Competition and Markets Authority' (CMA) ...
Later this month, the Department of Justice’s Antitrust Division will end its oversight of the Microsoft consent decree, marking the end of the landmark antitrust case that began more than a decade ago. The lawsuit was filed in May 1998, charging Microsoft with violating Section 2 of the Sherman Act by engaging in anticompetitive and exclusionary practices designed to maintain its monopoly in personal computer operating systems and to extend that monopoly to Internet browsing software ...
On April 27, 2011, the United States Supreme Court issued a decision in AT&T Mobility LLC v. Concepcion that ensures that companies will be able to enforce well-drafted class action waiver clauses in consumer contracts containing arbitration agreements – rejecting lower court decisions finding such waiver clauses to be unconscionable ...
A California federal judge issued an opinion on April 20, 2011, providing guidance on an important aspect of the anti-bribery provisions of the Foreign Corrupt Practices Act (“FCPA”) - who is considered a foreign official under the statute. In United States v. Noriega, District Judge A ...
The Autorité des marchés financiers (the “AMF”) published a draft Commercial Practices Guideline, which is available for public consultation on the website of the AMF until April 22, 2011. This Guideline constitutes a statement of principle on the expectations of the AMF concerning the sound commercial practices of insurers and financial institutions ...
st1/:*{behavior:url(#ieooui) } Antitrust law1 What are the legal sources that set out the antitrust law applicableto vertical restraints? The main sources of law applicable to vertical restraints in Belgium are two acts of 10 June 2006 on the protection of economic competition and on the establishment of a Competition Council, as coordinated by the Royal Decreeof 15 September 2006 (‘the Competition Act’) ...
The UK Department for Business Innovation and Skills (BIS) is currently consulting on a fundamental review of the UK competition regime. This includes, amongst other proposals, the introduction of a mandatory merger regime and a combination of the hitherto distinct first and second phase authorities (the Office of Fair Trading (OFT) and the Competition Commission) to form a single 'Competition and Markets Authority' (CMA) ...
Vendors who sell goods to customers are probably familiar with the issues that arise when the customer later files bankruptcy. For instance, Section 546(c) of the Bankruptcy Code (and applicable state law) provides a vendor the right to reclaim goods it sold to the customer within 45 days of the bankruptcy petition date ...
1 Collateral What types of collateral are available? Collateral used in secured financings can also be used in project financings ...
THIS EDITION OF LAVERY BUSINESS SUMMARIZES SEVERAL ASPECTS OF THE NEW BUSINESS CORPORATIONS ACT THAT CAME INTO FORCE ON FEBRUARY 14, 2011.QUEBEC IN THE CORPORATIONS ERAThe Business Corporations Act (Quebec) (the “QBCA” or the “Act”) came into force on February 14, 2011. Described as innovative by many, the Act provides a new regime for legal persons that were governed by Parts I and IA of the Companies Act (the “QCA”) ...
As expected, the FDIC moved against the former key officers of Washington Mutual Bank, namely its former President/CEO, COO and Home Loans President in March. The FDIC believes that these three people are responsible for WaMu’s higher risk lending program, which accounted for the bank’s huge losses. It is reported that the damages being sought against the defendants may be in excess of $900 million, which should grab anyone’s attention ...
In March 2011, the Fourth Circuit issued a decision that has potentially substantial impact on the banking community at large, especially as it relates to decisions on whether to extend credit to a debtor after he or she receives a discharge in bankruptcy. In Maryland v. Ciotti (In re Ciotti), 2011 U.S. App. LEXIS 4492 (4th Cir. Mar ...
Last Thursday and Friday, I was in Charlotte for the UNC School of Law Banking Institute. The conference is very deserving of its great reputation; it was very informative (Albeit after almost 6 hours of Dodd-Frank analysis on Thursday, I was just glad to be able to stand.) ...
As of 6 April 2011 the property sector will be subject to the full application of competition law.Until now, restrictions on competition contained in land agreements have benefited from a specific exemption. This exemption has been withdrawn so that from 6 April 2011 the rules on restrictive agreements apply in full to existing and new agreements ...
