Legal Developments and updates from the leading lawyers in each jurisdiction. To contribute, send an email request to
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The separate legal entity
doctrine means that a company can sue in its own name for a wrong done to it.
Where a solvent company is unable to bring an action, its members can apply to
do so. This was set out by the courts in several long standing decisions that
set out the circumstances under which this would be allowed. This is known as
the common law derivative action. In Singapore, the Companies Act was amended
to provide for what has become known as a statutory derivative action where a
private company incorporated in Singapore is involved. However, modern
businesses are organised in groups of companies so that investors are
shareholders in a holding company and businesses are run in wholly-owned
subsidiaries. A deceptively simple question then arises - can a member of a
holding company apply to court to take out a derivative law suit in the name a
subsidiary where the member has no direct shareholding (termed a "double
derivative action")?
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On 12 June 2013, the English Supreme Court handed down a unanimous judgment which discussed the ability of the English Family Division to treat the assets of companies wholly owned by one party to a divorce as available to that party for the purposes of ancillary relief.
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M&A bond financing: offshore high yield and convertible bond issuance
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On 8 April 2013, the Indonesian Investment Coordination Board ( BKPM ) issued the new BKPM Regulation
No. 5 of 2013 on the Guidelines and Procedures for Licensing and Non-Licensing
in relation to Capital Investments ( Regulation
5/2013 ), which generally deals with foreign and domestic investments in
public companies and their subsidiaries in Indonesia. Regulation 5/2013 was
promulgated in the State Gazette on 12 April 2013 and took effect on 27 May 2013.
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A New
Governmental Proposal to Significantly Narrow the Tax Benefits for New
Immigrants and Returning Residents in Israel
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Third party litigation funding will not infringe the laws against
champerty and maintenance and will not be contrary to the Code of 1771 -
a summary of the Royal Court's judgment in Barclays Wealth Trustees
(Jersey) Limited and Barclays Wealth Fund Managers (Jersey) Limited as
trustee and manager of the R2R Funds -v- Equity Trust (Jersey) Limited
and Equity Trust Services Limited.
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Jersey gets ready to comply with the requirements of the EU Alternative Investment Fund Managers Directive.
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On 30 May 2013, the European Securities and Markets Authority ("ESMA")
announced that it has approved cooperation agreements to be signed by
the Guernsey regulator, the Guernsey Financial Services Commission
("GFSC").
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The decision analyses whether the Fund's directors were entitled to make
an in specie redemption by the transfer of assets acquired by the Fund
after the redemption payment date and in circumstances where, on an
objective basis, there were doubts as to the value of the assets.
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ESMA approves cooperation arrangements with Guernsey