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In alleged response to an insider bid by 30% shareholder CAIH in the recent contest for control of Hurricane Hydrocarbons, the Hurricane board declared a special dividend payable by way of senior unsecured notes. A controversy arose because the notes contained a change-of-control provision that would be triggered by the acquisition of more than 50% of the Hurricane shares. Upon a change-of-control, the holders of the notes could elect to have the notes redeemed. The net effect was a potential cash depletion of $200 million from Hurricane's cash flow.

The New Zealand government has recently tabled the Securities Markets and Institutions Bill, in the first major revamp of New Zealand's securities and markets legislation since 1988. The Bill aims to increase both domestic and international confidence in New Zealand's securities markets and institutions by strengthening monitoring and the enforcement of securities law, requiring greater disclosure and providing for more effective enforcement of breaches. It will also bring New Zealand law into line with Australia, particularly in the areas of continuous disclosure and the enforcement of insider trading.

The promulgation of a new Trust Law, effective October 1 2001, represents an important step forward for China and its legal development. The Trust Law will have implications for many aspects of structuring investments and financings (including the taking of security) within China. The new law applies to civil, business and charitable trusts and is intended to pave the way for a new investment funds law to further stimulate the Chinese economy.

Judge Denis Davis, judge of the Cape High Court and a member of the Katz Commission on tax reform, has commented on the impact of the far-reaching changes to the Income Tax Act in recent years, suggesting that a pause is needed before the authorities address the three major areas still needing reform. All the changes in the past few years have had profound effects on tax legislation in South Africa, the main two being the change from the source to the residence based system and the introduction of capital gains tax (CGT). The tax system, according to Judge Davis, is now enormously complex, whereas the Commission had advocated as simple a system as possible.

Due to a production error, the article that appeared in November's IFLR on page 11 (Heidelberger's acquisition of majority stake in Indocement, by Philip Rapp and Lee Taylor of Clifford Chance (Singapore) and Vincent Mignon of Heidelberger Zement) was combined with a separate article. We apologise to readers and to Clifford Chance and Heidelberger Zement for any confusion this may have caused. A corrected version of the article can be viewed at http://www.legalmediagroup.com/IFLR/default.asp?Page=1&cIndex=3&SID=3215&M=11&Y=2001.

US firm Cleary Gottlieb Steen & Hamilton advised Euronext on its successful $807 million bid for the London International Financial Futures and Options Exchange (Liffe) last month. Euronext successfully beat rival bids for the derivatives exchange by Deutsche Börse and the London Stock Exchange.

"It has become increasingly clear that public or private financing is a most important lifeline of support for terrorism"

Under new SEC proposals, Regulation S-T will be amended to extend the requirement to file with its electronic system, Edgar, to non-US issuers. Sebastian Sperber and Ying Hsu of Cleary Gottlieb Steen & Hamilton, Hong Kong, explain how to negotiate the system

Entry to the WTO means that China must take a hard look at the way it distinguishes between domestic and imported technology. Warren Rothman and Grace Chen of Paul Weiss Rifkind Wharton & Garrison, Beijing, reveal the unlevel playing field for foreign technology providers

Shareholders of German companies have had their right to say how hostile takeover bids should be dealt with curtailed. Last minute changes to the controversial takeover bill last month will allow board directors to take some form of poison pill defensive action against hostile bids as soon as they obtain the consent of the company's supervisory board.