Gesellschaftsrecht und Transaktionen

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    CMS Eu­ro­pean M&A Stu­dy 2023: Re­cord num­ber of deals last ye­ar de­s­pi­te chal­len­ging eco­no­mic back­drop

    The CMS Corporate/M&A Group is pleased to launch the 15th edition of the European M&A StudyIt has been a challenging year for M&A in view of rising inflation and interest rates, slowing growth and increased geopolitical tension, which have added up to a difficult macroeconomic environment. However, there have been plenty of deal opportunities, as demonstrated by the fact that our study covers a record 509 M&A transactions on which CMS advised in 2022. In a difficult M&A market, we are pleased with this result, which reflects the strength of our corporate offering throughout...

    Mer­ger con­trol re­view be­low filing thres­holds – the ECJ Tower­cast judgment adds one mo­re ar­row to the qui­ver

    On 16 March 2023, the ECJ decided that a M&A transaction, which was not subject to ex-ante EU merger control, can be reviewed – from an ex post perspective – as to whether the acquirer (through the acquisition) abused its dominant position within the meaning of Article 102 TFEU (prohibition of the abuse of a dominant position). This allows national competition authorities to apply Art. 102 TFEU to non-notifiable mergers. The judgment therefore provides competition authorities in the EU with a significant additional tool for their scrutiny of transactions, which are not reportable...
    United Kingdom

    Spring Bud­get 2023 – key tax po­li­cy an­noun­ce­ments

    Today’s Spring Budget speech focused on moving the UK economy into growth mode. With the increase in the main rate of corporation tax to 25% on the horizon and fast-approaching, the Chancellor turned to reliefs rather than rate cuts to demonstrate his commitment to incentivising investment in the UK. For most businesses, the “headline” announcement in this area will have been the introduction of a generous full-expensing regime for capital allowances, but other important measures include the permanent increase to the Annual Investment Allowance, reforms to Research & Development...

    Chi­na has ac­ce­ded to the Ha­gue Con­ven­ti­on of 5 Oc­to­ber 1961 Ab­olis­hing the Re­qui­re­ment of Le­ga­li­sa­ti­on for For­eign Pu­blic Do­cu­ments

    On 8 March 2023, the People's Republic of China (the "PRC") has (finally!) acceded to the Hague Convention of 5 October 1961 Abolishing the Requirement of Legalisation for Foreign Public Documents (the "Convention").The Convention between the PRC, as the acceding state, and other member states (which will not have raised an objection; see below) will enter into force as of 7 November 2023.This constitutes a long-awaited and very positive development.Please click here to read the full article.

    Out­li­ne of an­nu­al cor­po­ra­te com­p­li­an­ce ob­li­ga­ti­ons of Czech-ba­sed com­pa­nies

    Each year, Czech companies must comply with a number of disclosure requirements as part of their corporate governance. Although the scope and timing of each requirement may vary depending on the type, business activity or accounting period of each company, the general rules apply equally. Below is a general overview of the main annual corporate compliance obligations.Report on relations within the group  The statutory body of each company must draw up a report on relations within three months of the end of the financial year. The report on relations must disclose, among other things,...

    New Ze­a­land and EU fi­na­li­se free tra­de agree­ment

    Following four years of negotiations, the EU and New Zealand finalised a free trade agreement (FTA) that is expected to save more than EUR 140 million per annum to businesses in the form of export duties. The FTA also reduces compliance requirements, which should result in a faster exchange of goods.The FTA is also expected to facilitate exchange of services and provide new opportunities for businesses in every sector.An additional advantage for opening up these markets is to provide non-discriminatory treatment for both EU and New Zealand investors.The FTA will facilitate digital trade, thereby...