Mergers & Acquisitions

Recent Articles

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  11/09/2024

  Switzerland

  Swiss Federal Criminal Court rules a merger by absorption does not constitute a definitive impediment to a criminal proceeding against the transferring company

  On 19 August 2024, the Appeal Court of the Swiss Federal Criminal Court ruled on the question of whether, in the context of the merger by absorption between two banks, the criminal liability of the transferring company can be attributed to the acquiring company or whether the dissolution of the transferring company without liquidation constitutes a final procedural impediment.In its ruling, the Court recalled that procedural provisions that apply to natural persons are in principle applicable to legal persons, such as the presumption of innocence. No parallel between the death of an individual...

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  09/09/2024

  United Kingdom

  UK Tax Disputes Digest (Summer 2024)

  Welcome to the Summer 2024 edition of our UK Tax Disputes Digest: a high-level summary of key developments in contentious tax over the last few months for heads of tax, finance directors, general counsel and other in-house professionals.As with previous editions, we have seen a continued increase in HMRC activity across various areas. Both individual and corporate taxpayers would be well-advised to check their tax position as soon as possible to prepare for any potential HMRC investigation into their tax affairs.In this edition, we look at just a few of these developments, including the latest...

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  28/08/2024

  Ukraine

  Ukraine launches large-scale privatisation

  The State Property Fund of Ukraine (SPFU) has unveiled the Large Privatisation-2024 project, an ambitious initiative to attract strategic investors and stimulate economic growth through the privatisation of state-owned assets.Following the success of small-scale privatisation efforts, this initiative is a key element of Ukraine’s broader economic reform strategy. It aims to enhance transparency, improve efficiency, and drive foreign investment into the country. The key highlights of the privatisation effort are as follows:Top assets for privatisation. The programme has identified several...

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  05/08/2024

  United Kingdom

  Changes to the UK Listing Rules: Focus on the Controlling Shareholder Regime

  The Financial Conduct Authority’s (FCA) new listing rules came into force on 29 July 2024 and aim to simplify and streamline the regulatory framework, reduce the administrative burden on issuers, and enhance investor protection and market integrity.With those aims in mind, the FCA has decided to largely retain the controlling shareholder regime that was applicable to premium listed companies in the new Equity Shares in Commercial Companies (ESCC) category of listed companies. However, there are some notable changes to the regime, some reducing the administrative burden on issuers and others...

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  30/07/2024

  United Kingdom

  Changes to Energy Profits Levy

  Yesterday the new Labour government published a policy paper with changes it intends to make to the energy profits levy, commonly referred to as ‘EPL’. These include extending the period for which the levy applies, increasing the rate, and denying the use of tax reliefs for the purposes of the levy. The announcement suggests that the last of these would involve not only the removal of investment allowances, but also a restriction on the use of general capital allowances against the levy, which would represent a significant departure from the UK upstream regime to date.Rate change to...

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  19/07/2024

  United Kingdom

  Practical consequences of the changes to the FCA listing rules on significant transactions

  1. Introduction  On 11 July 2024, the Financial Conduct Authority (FCA) published a new set of listing rules that will come into force on 29 July 2024. The new rules aim to simplify and streamline the regulatory framework, reduce the administrative burden on issuers, and enhance investor protection and market integrity.One of the most significant changes in the new rules is the revision of the regime for significant transactions by listed companies. These are transactions that have a material impact on an issuer's business, assets, liabilities, financial position, or prospects. Such transactions...

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