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In this episode, Mayer Brown partners Andrew Noreuil and Brian Massengill discuss this years amendments to the Delaware General Corporation Law, which have fundamentally altered the landscape for conflicted transactions.
At a time of marked geopolitical uncertainty, governments around Europe are committing to meaningful increases in defence spending, whilst also looking to private capital and investment to supplement public funds.
Accompanying the publication of its fourth annual report on the operation of the National Security and Investment Act (“NSIA”) regime – and following its Call for Evidence in November 2023 – the UK government has launched its long-awaited consultation on proposed changes to the NSIA's mandatory notification sectors.
These efforts present both challenges and opportunities, particularly when navigating government approvals, foreign exchange, merger control, and tax filing requirements in the People’s Republic of China (PRC). Understanding these factors is crucial for ensuring a smooth and compliant restructuring process.
Designed to address the potentially distortive effects of subsidies granted by non-EU governments, the FSR gives the European Commission (“Commission”) sweeping investigatory and enforcement powers, capturing a wide array of transactions from mergers and acquisitions to joint ventures and certain.
The Financial Markets Standards Board has published a consultation on its transparency draft of its statement of good practice on the governance of sustainability-linked products. SLPs are products whose financial and/or structural characteristics can vary depending on whether the user (i.e.,
Florida recently implemented amendments to its Securities and Investor Protection Act (Chapter 517), bringing significant changes to the regulatory framework governing private placements, investment advisors, and exemptions for institutional investors.
Governments in the EU and U.K. Key Points - - The war in Ukraine has prompted a historic surge in European defense spending. are stressing the need for innovation. This creates opportunities for private equity and venture capital investors, who are increasingly active in the defense.
These initiatives mark a notable shift towards a more flexible and business-friendly regulatory environment, reflecting the governments broader economic growth agenda. By streamlining merger reviews, offering greater clarity on jurisdictional thresholds, and exploring more flexibility with. By: White & Case LLP
Our White Collar, Government & Internal Investigations Team and Investment Funds Team examine what it means for corporate criminal enforcement in the national security space, particularly in the M&A context.
As AI companies power breakthroughs in biotech, healthcare, defense, and critical infrastructure, the stakes for companies acquiring businesses handling proprietary data, biotech research, medical records, trade secrets, critical technology or government intelligence have never been higher. By: Sheppard Mullin Richter & Hampton LLP
The Maltese Government has also implemented various gaming regulations that are conducive to business, allowing for a streamlined licensing process. Additionally, the Government’s proactive approach in promoting foreign direct investment has created a positive business climate.
On 22 July 2025, as part of a longstanding commitment to refine the UK’s investment screening regime to reduce burden on business, the UK government announced plans to introduce limited exemptions to the mandatory filing obligation under the National Security and Investment Act 2021 (NSIA), while also launching a consultation on amendments to the sectors (..)
The case arose from the sale of a software company, wherein the Sellers remained minority investors in the company through a limited partnership with the Buyers, which was governed by a limited partnership agreement. By: Morris James LLP
On 20 January 2025, the UAE government issued a ministerial decree (Decree) stipulating the threshold amounts for obtaining prior approval under the new merger control regime in the UAE. The Decree came. By: Morgan Lewis
Mergers and acquisitions (M&A) involving government contractors present unique challenges and considerations that require meticulous due diligence. government. This blog post outlines some of the basic best practices for due diligence when acquiring or selling a business that performs U.S. By: Bradley Arant Boult Cummings LLP
Hot on the heels of the UK governments 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 businesses during a merger review, and what it expects from businesses in return.
The EIB Group report describes the EIB Group’s corporate governance practices, in place in 2024, which comprises data on the Bank’s governance and shareholding structure as of 31 December 2024.
The consolidation of data infrastructure, enhancement of data cataloguing, and streamlining of data governance and access across the bank is set to be particularly beneficial for clients. The decision is set to contribute to cost synergies and operational efficiencies, according to UBS.
Banks would have greater autonomy when identifying MRTs but would need to tighten governance guardrails. PRA and FCA proposals to revamp bankers remuneration rules would reduce the number of in-scope material risk takers (MRTs), while enabling more MRTs to benefit from proportionality exclusions.
In what was a busy week for the centre of Government in the UK, the Cabinet Office launched a consultation on proposed changes to the scope of the sectors subject to mandatory notification under the National Security and Investment Act ("NSIA").
While some fear the loss of autonomy, Whitman argues that external governance often pushes firms to perform better. “Why wouldn’t we pay that role like it matters?” ” The episode also touches on the role of private equity and external sponsors. “It’s like having a trainer at the gym,” he explains.
They have completely trounced corporate and government bonds since then: This was an obvious and expected result: Central banks set interest rates to 0% once COVID hit, so bond yields fell, and prices could only fall. everything but gold and government bonds) in January or February of 2020.
What if you didn’t need to raise capital to get PE-level governance insight? You don’t need a buyer to take governance seriously. And so, they miss out on the forced clarity that investor scrutiny brings. But what if you could get that clarity anyway? The biggest gap in most companies isn’t capital — it’s awareness.
On Monday, Delaware State Senator Bryan Townsend introduced Senate Bill 21 which would, among other things, statutorily define "controlling stockholder" and substantially change the rules governing the "cleansing" of controlling stockholder transactions.
Advanced with the leadership and guidance of sponsor Assemblymember Joe Dalia, AB 239 updates and supplements Title 7 of the Nevada Revised Statutes (NRS), which governs business entities, including corporations and limited liability companies. Joe Lombardo has signedAssembly Bill No. 239 (AB 239). By: Brownstein Hyatt Farber Schreck
The New Measures introduce several key changes to the regulations governing foreign strategic investments in A-share listed companies and cross-border share swaps. The New Measures will take effect on December 2, 2024. By: Sheppard Mullin Richter & Hampton LLP
Role-Based Access & Governance: Control what internal and external stakeholders see, and ensure the right people are involved at the right time. A few things that set M&A powerhouses apart: Centralized Deal Management: A single source of truth keeps your pipeline organized and your team aligned.
Higgins explains: “We had an incredible amount of energy, enthusiasm, time and effort from all of our members in creating our initial work output, which was a really extensive set of best practices around environmental, social and governance topics, and a way of being able to measure the implementation of those practices.
Speaking at the time, Jeremy Hunt, then Chancellor of the Exchequer, said: “The government welcomes Rachel Kent’s excellent Investment Research Review (IRR) published today and has accepted all recommendations made to it. “We
KOTRA (Korea Trade Promotion Corporation initially, Korea Trade-Investment Promotion Agency since 1995) is a state-funded trade and investment promotion organization operated and controlled by the Government of South Korea.
" When spreads are tight, that means the difference between the yield you're getting for a corporate bond versus what you get for a comparable government bond is shrinking. "Investment grade corporate spreads are relatively tight, but on an absolute level, their single-digit yield is still compelling."
They dont see them as dealbreakers; rather, they view them as areas where their governance and funding can drive improvement. The objective of this process is not to produce a “clean” report, but to surface and address potential concerns before investors do.
So one of those, as you had mentioned, retention and attraction of talent, another one is they actually are mandated to, depending on their size, if they have over 50 employees, they, they’re mandated by the federal government, the ACA guidelines that they have to offer qualified medical plan at a certain price point.
Headquartered in Lanham, Maryland, AMA provides the highest quality precision analyses and reliable, cost-effective services to the government, industrial, institutional, and commercial sectors. AMA has tailored its offerings to be able to serve customers of all types. The laboratory receives samples from Maryland, Virginia, the D.C.
Whether you're preparing for a strategic exit or simply fielding inbound interest, acquirers will scrutinize your data governance posture with the same rigor they apply to financials or IP ownership. Heres a practical roadmap: Conduct a Data Compliance Audit Identify gaps in your privacy, security, and governance practices.
Claude’s MCP was launched in November 2024, with the aim of providing a solution to connect AI systems to enterprise tools and data, to ultimately help frontier models produce stronger responses. Sid Dash, chief researcher at Chartis said: “Its [FINBOURNE’s] innovative platform brings trustworthy, agentic AI into real-world financial operations (..)
Built-In Governance: Manage access, compliance, and third-party collaboration without slowing down the process. Here’s what can set top-performing portfolio companies apart: Centralized Pipeline Management: Real-time visibility across platforms, targets, and team members—so nothing falls through the cracks.
Holly Gregory and Claire Holland have authored the United States chapter of Panoramic – Corporate Governance 2025, an annual summary of key corporate governance practices in 18 jurisdictions worldwide. The post Panoramic – Corporate Governance 2025 appeared first on Enhanced Scrutiny.
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 unnecessary regulatory burden on businesses and a new consultation regarding the sensitive sector definitions for notifiable acquisitions. (..)
Overview: SBA New Rules After the typical protracted process of rulemaking, the SBA issued a final rule on December 17, 2024 that went into effect January 16, 2025. Most of what went into effect was fairly benign and formalized what was accepted practice through court decisions and accepted practices.
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