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The long-awaited promulgation of the new Chinese Contract Law approaches. On September 7 1998, the People's Daily published the draft of a Contract Law containing 441 articles, another step towards unification of domestic and foreign-related legislation in China. The draft contains general provisions on formation, validity, performance and termination of contracts, as well as special provisions on certain types of contracts (eg sales contracts, loan contracts, lease and financial lease contracts, construction contracts and transportation contracts).

In the wake of Asia’s downturn, Korea has liberalized foreign investment laws and a similar move threatens the legal profession. Stephen Mulrenan reports from Seoul on why lawyers are divided over the issue of foreign competition

US law firm White & Case and Dutch firm De Brauw Blackstone Westbroek have advised Royal Ahold on its US$2.3 billion global offering. The offering involved listings on the Dutch AEX Stock Exchange, the Swiss Stock Exchange and the New York Stock Exchange. The transaction included 51,750,000 shares, also issued as American Depositary Receipts (ADRs), and Fls 1.495 billion (US$817 million) convertible subordinated notes due 2003, also issued in the form of ADRs. It was one of the first offerings into the US to take account of the euro due to the maturity of the convertible notes being reached in 2003. The offering is intended to help finance the recent purchase by Ahold of Giant Food.

Switzerland's telecoms company Swisscom has been privatized in Europe's largest initial public offering (IPO) of 1998. The issue had been valued to raise about Swfr7.5 billion (US$5.6 billion) for the government and Swisscom and to give the company a market capitalization of Swfr25 billion. The deal is the first privatization in Switzerland and the largest ever IPO in the country. It follows the rapid transformation of Swisscom from state-owned entity to private company, having been incorporated in January this year. The success of the Swisscom deal contrasts with the problems experienced by other telecoms offerings. The French government has delayed a secondary offering of shares in France Telecom and Goldman Sachs has withdrawn from the underwriting group for the Telekomunikacja Polska SA IPO due to take place in November.

Michael Alcamo of White & Case, New York explains how to draft prospectuses in plain English and asks the SEC what issuers can expect from the new rules

UK law firm Norton Rose is advising on a US$60 million cross-border Ijara leasing facility on behalf of Telekom Malaysia Berhad. The transaction is taking place in the context of recently enforced Malaysian capital controls and involves complex arrangements between investors from south-east Asia and the Middle East. Under the deal, equipment is to be sold then leased back to Telekom Malaysia Berhad using a special purpose vehicle located in Labuan. The transaction was conducted according to Islamic law, so that financing arrangements must be tied to assets rather than taking the form of cash advances with attached conditions. The Malaysian government also imposed a range of capital controls in early September, further complicating the deal arrangements.

AT&T has announced its intention to acquire Vanguard Cellular Systems. The acquisition package is worth US$1.5 billion in cash, stock and US$600 million of debt. The deal is due to be completed in the first quarter of 1999, subject to approval by shareholders and the regulatory authorities.

Spanish firm Uria & Menéndez has added 20 lawyers to its Madrid office by absorbing rival Bufete Armero. Managing partner Rodrigo Uria says of the new lawyers: "In practical terms they are two teams. One is a corporate, capital markets, finance team, which is in principal the same thing as we are already doing here, reinforcing our capabilities in this area. The other team is a team of litigators. Litigation is the rising star at Uria & Menéndez." Three Bufete Armero lawyers will become Uria partners: Coloma Armero and Luis Vidal, both corporate lawyers, and Javier Ruiz, a litigator. In July of this year Armero lost two tax partners to another of Spain's big firms, Cuatrecasas. Bufete Armero had been struggling since the death of founder Jose Maria Armero three years ago.

French firm Gide Loyrette Nouel is to lose four lawyers to the Linklaters & Paines Paris office. The lawyers are part of Gide's mergers and acquisitions and litigation team. Their arrivals will double Linklaters' total of corporate partners, bringing it up to eight. Gide partners Thierry Vassogne, Marc Loy and Olivier Diaz and senior associate Arnaud de la Cotardiere will all become partners at Linklaters, with Vassogne becoming co-head of the Paris office alongside Jean-Marc Lefevre. Vassogne, a high profile litigator will no doubt be missed by the firm, despite what Xavier de Roux, Gide Loyrette Nouel partner describes as "conflicts of interests and difficulties between partners" in the firm's M&A department. He says: "Thierry Vassogne has been with the firm for twenty years and of course we all like him, but our M&A department has more than fourteen partners, and this is something which happens in law firms. We have had seven partners leave in thirty years."

Australian firm Allens Arthur Robinson has opened a new office in the Lujiazui Pudong New District of Shanghai. It is the first international firm to move into Shanghai's new financial district, and the first Australian firm to be granted a licence in Shanghai. The office will initially be staffed by five lawyers. Linklaters & Alliance is hot on their heels. Its Pudong office will officially open on October 9. Linklaters' new office will have 3 lawyers and 4 other fee earners with PRC lawyer Ming Zu its senior representative in Pudong along with partner Zili Shao, who was recruited from Allens Arthur Robinson in July, to head Linklaters' China practice.