Business Development Companies Capabilities Mayer …

Overview. Our leading securities practice makes us a top choice for private equity and other sponsors of Business Development Companies (BDCs) and for underwriters and advisers to BDCs. BDCs, which are specialized investment funds, are becoming an increasingly important source of capital for small and middle market companies.

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Companies Cling to Libor as Key Deadline Nears News

Bloomberg confident in soundness of BSBY as regulators turn up the heat on credit-sensitive rates. Bobsguide. November 17. 2020. Mayer Brown launches IBOR transition readiness survey.

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US listed Chinese companies weigh options as PCAOB …

Hong Kong IPOs shrink as investors favour rival markets. Financial Times. December 01. 2021. Mayer Brown advised LBO France on the acquisition of a majority stake in ID Market and Sourcidys. November 25. 2021. Mayer Brown advises Chubu Electric Power in minority investment in Bitexco Power Corporation. November 18.

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Business Development Companies

Companies Mayer Brown is a global services provider comprising legal practices that are separate entities, including Tauil & Chequer Advogados, a Brazilian law partnership with which Mayer Brown is associated (collectively the “Mayer Brown Practices”), and affiliated

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Investments in Bank Holding Companies and Media …

1 Investments in banks may require analysis under the Change in Bank Control Act, and investments in federal savings associations and savings and loan holding companies would require analysis under the Home Owners’ Loan Act. A discussion of these laws is beyond the scope of this Legal Update. 2 12 U.S. Code § 1841(a)(1).. 3 12 U.S. Code § 1841(a)(2); 12 C.F.R. Part 225.

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US Investment Ban Targeting Companies Deemed Linked …

The EO streamlines the identification of companies subject to the EO by giving designation authority to the Treasury Department and removing designation through the Department of Defense’s list of Chinese military companies operating in the United States that had been part of EO 13959. OFAC has also issued guidance that removes some of the

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Congress Passes the “Holding Foreign Companies …

On December 2, 2020, the US House of Representatives passed by voice vote the Holding Foreign Companies Accountable Act (HFCAA), which would require auditors of foreign public companies to allow the Public Company Accounting Oversight Board (PCAOB) to inspect their audit work papers for audits of non-US operations as required by the Sarbanes

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The Chamber of No Secrets: What Tech and Data/Content

Companies that have previously been leveraging Hong Kong’s favourable export control status may now have to carefully review their current compliance policies and procedures for importing and exporting controlled technology items subject to the EAR, and carry out the necessary changes to prepare for the potential disruptions to their

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Major Changes Introduced by the New Companies Ordinance

To assist clients with understanding the major changes of the new Companies Ordinance. Mayer Brown has prepared a series of updates highlighting the major changes introduced by this new ordinance and some recommended steps for affected companies to take. – Private and Public Companies– Co

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“Supplier of Last Resort” as a solution to Energy Supply

However, as we look forward, these supply companies find themselves battling to survive in a market where they need to cope with a low oil-price scenario, wholesale energy price volatility, lower demand, increasing environmental and social obligations and the need to shore up revenue and manage debt obligations, to keep trading as a going concern.

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China Publishes Environmental and Social Disclosure …

In our blog post on 13 May 2021, we discussed the consultation papers published by the China Securities Regulatory Commission (“CSRC”) on proposed ESG-related amendments to the disclosure rules applicable to listed companies. On 28 June 2021, the CSRC published the final set of amendments (“Final Amendments”) to the disclosure rules applicable to annual reports and half-year reports

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EU Publishes Due Diligence Guidance on Forced Labor Risk

The document identifies two possible options for companies faced with risks relating to the use of forced labor: (i) disengagement or (ii) continuation of the business relationship while working to "prevent or mitigate the adverse impact of forced labour practices in terms of influencing government policy and factory hiring practices." 5.

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US Imposes Technology Transfer and Export Restrictions on

On December 18, 2020, the US Department of Commerce Bureau of Industry and Security (BIS) announced the designation of 60 additional Chinese companies to its Entity List, including SMIC, China’s largest semiconductor manufacturer; over 25 affiliates of China State Shipbuilding Corporation (CSSC); and several other companies in a range of sectors (the “Designations”).

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New ESG and Gender Diversity Requirements for Listed

On 16 April 2021, the Stock Exchange of Hong Kong Limited (SEHK) issued a consultation paper (the "Consultation") seeking public comment on proposed amendments to the SEHK's Corporate Governance Code and Listing Rules intended to promote good corporate governance practices among listed companies and IPO applicants. Amidst the global surge in interest around …

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Suspension of the obligation to file for insolvency for

Companies whose illiquidity or over-indebtedness is due to the effects of the heavy rainfall or the floods in July of this year are exempt from the obligation to file for insolvency as long as they are conducting serious financing or restructuring negotiations and there is a reasonable prospect of restructuring. Unlike the suspension of the

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Restructuring Plan for Companies in Financial Difficulty

In relation to schemes of arrangement for solvent insurance companies, a similar issue, when considered by the courts, made many schemes of arrangement commercially difficult to promulgate, as the court was reluctant to find that anything other than an orderly run-off of legacy liabilities was the most likely alternative for the companies in

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Acquisitions of UK companies by US PE funds jumped 53%

Lower comparative valuations means UK companies look cheaper versus foreign rivals ; Interest from EU and Chinese PE funds too; London — The total annual value of acquisitions of UK companies by US private equity funds jumped 53%* last year to £14.2bn, up from £9.3bn in 2018, says Mayer Brown, the global law firm.. Mayer Brown asserts that the relatively depressed valuations of UK

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Extensive Reporting Requirements to the German

According to this, listed companies whose shares are traded on an organized market within the meaning of the German Securities Trading Act (Wertpapierhandelsgesetz – WpHG), and under certain circumstances also for their subsidiaries, the reporting obligations vis-à-vis the Transparency Register are in any event deemed to be fulfilled. As a

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India Imposes New ESG Reporting Requirements on Top 1,000

On May 10, 2021, the Securities and Exchange Board of India (SEBI) issued a circular implementing new sustainability-related reporting requirements for the top 1,000 listed companies by market capitalization.New disclosure will be made in the format of the Business Responsibility and Sustainability Report (BRSR), which is a notable departure from SEBI’s existing Business Responsibility

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Scheme of Arrangement: An English Law Cram Down Procedure

companies with a relatively limited connection to England. The English courts have taken into account a broad range of factors in deciding whether the foreign company has a “sufficient connection” to England, including: • Whether the foreign company has assets in England; • Whether the foreign company carries on activities in England;

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Listing of Companies with Weighted Voting Rights soon to

growth companies from emerging and innovative sectors to list on the main board, The Stock Exchange of Hong Kong Limited (HKSE) has released, for consultation purpose, proposed new rules (the “Proposal”) to facilitate: i. listing of pre-revenue biotech companies; ii. listing of companies with weighted voting rights; and

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Cybersecurity Incident Response Developments and Trends

2020 and 2021 saw sophisticated, coordinated cyber attacks affect some of the largest companies in the world. In the wake of these attacks, the Biden Administration and federal regulators—as well as businesses within the financial sector—are highly focused on cybersecurity. With a rapidly changing landscape, financial services companies are

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Japan to Promote ESG Disclosures and Diversity for Listed

With this in mind, the proposals would require companies to: Develop a basic policy and disclose initiatives on the company’s sustainability; and; Enhance the quality and quantity of climate-related disclosure based on TCFD recommendations or equivalent international frameworks at Prime Market listed companies. Conclusion

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Business and Human Rights – Germany Adopts Draft Mandatory

companies with more than 3,000 employees must meet their due diligence obligations as of January 1, 2023 (and companies with more than 1,000 employees as of 2024); violations of the obligations set forth in the Draft Bill will be sanctioned with fines, which can amount to up to 2% of the average annual turnover for large companies with more

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2022 Proxy and Annual Report Season

Russell 3000 companies and 88.7 percent for the S&P 500 companies, in both cases, were below the average vote results from the prior year.1 While many say-on-pay failures during the 2021 proxy season were due to misalignment between pay and performance or problematic pay practices, some were likely due to COVID-related compensation practices.

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Déjà Vu All Over Again: Life Sciences Companies Brace for

The 2017 Tax Cuts and Jobs Act (TCJA) made sweeping changes to the Internal Revenue Code (Code). When coupled with the implementation of the various Action Items included in the OECD’s Base Erosion and Profit Shifting (BEPS) initiative, life sciences multinationals responded by making major changes to their supply chains and structures for holding and exploiting intellectual property (IP).

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Frequently asked questions about setting up a Hong Kong

Companies Registry upon delivering the annual return of a private company with a share capital. As all Hong Kong companies need to have their annual accounts audited, audit fees are also payable. We maintain close links with a small panel of audit firms to ensure quality service to our clients, and can provide our recommendation upon request.

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New Incorporation Procedures for Hong Kong Companies

The provisions of the Companies (Amendment) Ordinance 2004 concerning incorporation procedures for Hong Kong companies will come into force on 11 July 2008. The incorporation procedures will be streamlined and a number of the forms used by the Registrar of Companies will be amended.

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Electronic Discovery & Information Governance – Tip of the

Companies previously might have relied on “standard contractual clauses” to ensure compliance with the GDPR for these kind of intra-group transfers. In the wake of the recommendations, however, a company’s standard contractual clauses might need to be updated, and, in any event, they might not be sufficient to allow the company to make

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In-Car Payments to Drive Risks for Auto Companies News

For instance, with General Motors and Mastercard's agreement where customers can make in-car payments with OnStar, hypothetically, the two companies likely decided on a straightforward arrangement where it is clear whether the customer is entering a relationship with the automaker or the credit card company, Loeb says.

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The African Development Bank Group: integrity compliance

Companies who work on AfDB-financed projects should be aware of PIAC's activities, and the potential compliance risks they undertake when they engage in such projects. The increase in the AfDB's enforcement activity and its increasingly proactive approach to risk detection are indicative of similar trends with other multilateral banks (MDBs

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Good News for Hong Kong Companies with Bilingual Names

On 24 July 2014, the Companies Registry (CR) published External Circular No. 13/2014, stating that for the purpose of compliance in ensuring that a company is properly identified, CR considers that it is sufficient for a company with bilingual names to display or state either its English name or Chinese name. Of course, such a company may still

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COVID-19 Considerations for SEC Reporting Companies

– Insurance companies may face increase of claims and potential coverage disputes – Results, financial position and liquidity of goods and service companies or travel companies may be adversely affected by temporary closures of facilities or suspensions or cancellations of services

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The Pros And Cons Of Licensing Technology

Many companies avoid outbound licensing due to the disadvantages outlined above. A Potential Licensee’s Viewpoint The Pros Inbound licensing (also referred to as “licensing in” or “in-licensing”) can provide a licensee with cost-effective means to gain immediate access to new innovative technologies without the associated R&D

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Emiratisation "Tawteen": New Rules in the UAE

The new rules are applicable to all companies registered in all the Emirates of the UAE regardless of their corporate form, business or number of employees, with two notable exceptions: free zone companies and offshore companies operating in the UAE. As further detailed below, the MOHRE also reserves the right to grant additional exceptions on

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Activism and the Outbreak: How Activist Investors – and

Companies that are facing the unique challenges of operating their businesses during the current pandemic may now be faced with the additional challenge of fending off activist investors. In this article, we will discuss this emerging risk by considering historical precedent and looking forward to some practical suggestions for addressing the

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South Korean Regulator Announces Measures to Promote ESG

On 14 January 2021, the Financial Services Commission (FSC) announced a series of measures to improve corporate disclosure rules in South Korea, including initiatives to promote environmental, social and governance (ESG) and responsible investing (the "Measures"). The Measures include the implementation of mandatory ESG disclosures for listed companies and potential …

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The Up-C Structure in IPOs

assets and operating business. Private equity-backed and venture capital-backed companies generally favor the Up-C structure because these financial investors often use flow-through entities to hold their interests in portfolio companies. The Up-C structure is a convenient tool to offer the portfolio companies [ shares to the public through an IPO.

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Some Observations on Hong Kong's Recent Surge in

Most companies listed on the Exchange are incorporated under the laws of the Cayman Islands, Bermuda and Hong Kong whose jurisdictions have statutory compulsory acquisition rights. Though less common (six out of 27), VGO can be the preferred structure sometimes. For instance, cancellation of shares (capital) as contemplated by a Scheme may be

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Research and Development in the Oil & Gas Industry in

It is known that the major oil companies are already investing in the development of technologies related to biofuels, and that they will play a leadership role in the clean energy market in the future. Furthermore, the application of mandatory R&D investments to the concessionaires in the PSA Regime would enable the creation of more

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MD&A Tune-Up

companies to think about. Moreover, in line with the principles-based disclosure system of the federal securities laws, the Division encourages companies to provide disclosure that is tailored and provides material information about the impact of COVID-19 to investors and …

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The Government Consults on Subsidiary Legislation for

companies and more than half of the world’s largest banks. We provide legal services in areas such as banking and finance; corporate and securities; litigation and dispute resolution; antitrust and competition; employment and benefits; environmental; financial services regulatory & enforcement;

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