This intermediate-level program will examine the major issues that companies must address when doing business in Brazil, including the following: (1) corporate issues; (2) overview of stock purchases (both majority and minority interests) and asset purchases in both public and private companies: (3) issues upon sale or liquidation of interests; (4) distribution and agency arrangements; (5) major planning issues; (6) employment/labor issues at start-up, day-to-day and at termination; and (7) executive compensation.
Due diligence, choice of accounting and advisory firms, and banking and finance arrangements pose special challenges for in-house practitioners managing international mergers and acquisitions transactions. We will address how cross-cultural communication, ability to manage foreign outside counsel, knowledge of one’s company and understanding of M&A principles allows us to work across borders to achieve business objectives.
Under French law, the divestiture of an unprofitable business can create specific legal risks. For example, international companies should anticipate post-closing liabilities under bankruptcy proceedings and employee claims. Learn more about what to expect and how to navigate associated risks.
By using this LOI, a foreign investor can outline its intention to purchase all or part of the registered capital in a domestic Chinese company that is not listed and may have subsidiaries. An LOI is also often referred to as a heads of terms, term sheet or memorandum of understanding. The LOI China is drafted for a single buyer and a single seller. It includes legally binding provisions relating to the exclusivity of negotiations and costs, and assumes that a confidentiality agreement has already been entered into. It has been drafted from the perspective of the foreign buyer and assumes that Chinese law applies.
Last year, the National Development and Reform Commission (NDRC) issued the Administrative Measures for Approval of Outbound Investment Projects (Draft for Consultation). These measures do not make any significant changes in the outbound investment project approval and verification process and timeframe set out in the Interim Measures, which they are replacing, but they do relax several requirements as well as incorporate a few regulatory changes adopted by the NDRC in recent years.
Chinese M&A has become an increasingly important part of the global deal-making narrative. While appetites among Chinese acquirers for foreign assets were tepid as late as the mid-2000s, they have grown voraciously thanks to factors including weakened currencies in developed markets, attractive asset valuations overseas and China’s vast stable of cash-rich buyers positioned for overseas consolidation.
This material covers the typical issues that foreign investors face in the Philippines, such as foreign investment rules, taxes, trade transactions, and litigation matters.
An overview of no-warranty clauses in Europe. Includes a review of the benefits, risks, and limits of no warranty clauses.
A brief overview of forum selection clauses in Europe, including statutory limits, international limits, and their use in international transactions.
This cross-border checklist highlights distinctive legal, business and regulatory issues when doing a deal in Canada.