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  • English law distinguishes between fixed and floating charges. The essential distinction is that, unlike the holder of a fixed charge, on an insolvency the floating charge-holder ranks behind preferential creditors (consisting principally of the claims of the government for unpaid taxes and of employees for unpaid salary). For this and other reasons, the creditor of an insolvent company will usually try to establish a fixed charge over the relevant assets of the insolvent company.
  • Article 1, paragraph 1 of Legislative Decree No. 239 of April 1 1996, containing provisions aimed at amending the financial treatment of interest and other capital gains deriving from securities and similar bonds, as amended by Article 12, paragraph 3 of Legislative Decree No. 461 of November 11 1997, will enter into force on July 1 1998. It provides that the 12.5% withholding tax under Article 26, paragraph 1 of the Decree of the President of the Republic No. 600 of September 29 1973 will not be applied to interest and other capital gains deriving from securities and similar bonds issued in Italy by certain entities to the extent that:
  • In April 1998 the government submitted a bill to parliament regarding a reform of the Finnish Companies Act to enable the conversion to the euro in private and public limited companies during the transition period between January 1 1999 and December 31 2001 and set the rules governing the move to no par value (NPV) shares in limited companies.
  • UAE
    In a recent judgement, the Dubai Court of Cassation gave a narrow interpretation to the obligations resulting from a personal guarantee of a revolving credit facility.
  • To promote Singapore as a centre for international capital fundraising, the government-appointed Corporate Finance Committee has proposed a radical new regulatory regime in a consultative paper, shifting the emphasis to a predominantly disclosure-based philosophy of regulation, similar to the US system. Key points include:
  • New Zealand's personal property securities law has long been criticized by lawyers and financiers as being overly complicated and lacking in certainty. The absence of an integrated registration system for charges over personal property has created confusion and the additional expense involved has proved a disincentive to the use of personal property assets as collateral for all types of financing facilities. These problems have arisen because New Zealand's personal property securities laws are set out in a number of different statutes which provide different systems of registration and different priority rules depending on the nature of the property, the type of legal entity giving the security and the form of the security itself.
  • The invitation to bid for the state telecoms companies was made available to the public on June 12 1998. For the auction, set for July 29 1998, the companies have been re-structured into three groups:
  • The China International Economic and Trade Arbitration Commission (CIETAC) has recently become one of the busiest arbitration bodies in the world, having decided about 800 cases in 1997. Effective as of May 10 1998, the CIETAC Arbitration Rules were revised in response to political and legal developments as well as criticism concerning uncertainties under the previous CIETAC Arbitration Rules.
  • Travelers Group, the US financial services group, has announced it is acquiring a 25% equity stake for US$1.6 billion in Nikko Securities, Japan's third largest broker. Nikko is also to conclude a joint venture with Travelers' investment banking arm, Salomon Smith Barney. The joint venture will be owned 51% by Nikko and 49% by Salomon Smith Barney. US firm Davis Polk & Wardwell is acting for Nikko. The team includes corporate partners Danfort Townley (Tokyo), Robert Levine (New York) and Jordan Luke (Washington), and counsel Theodore Paradise (Tokyo).
  • The Swiss-American investment bank Credit Suisse First Boston is buying São Paulo bank Banco Garantia. New York firms Cleary, Gottlieb, Steen & Hamilton and Shearman & Sterling are advising on the US$675 million deal. Cleary Gottlieb is representing CSFB with a team headed by M&A and securities partners Peter Darrow and James Munsell.