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The Electronic Commerce Policy Committee has made recommendations for a national electronic commerce framework, to attract foreign and local companies to base electronic commerce hub activities in Singapore. Among its recommendations is the enactment of a proposed Electronic Transactions Bill, to provide the legal framework to address issues posed by electronic transactions and electronic commerce, such as:

Melia Inversiones Americanas (MIA), a Dutch company owning hotels in Latin America and the Caribbean, has been floated in a US$163.8 million international offering. The shares were offered to Spanish retail and institutional investors and to US institutions though a private placement. US firm Brown & Wood advised on New York and English law with Spanish law advice from Cuatrecasas. The shares, placed in the US through Rule 144A American Depositary Shares, were the first non-Spanish stock to be listed on the stock exchanges in Madrid, Barcelona, Valencia and Bilbao. A depositary system has been implemented to allow the bearer shares of MIA to be represented by electronic book entries in Spain (anotaciones en cuenta). The system is designed to satisfy both Spanish law relating to registered securities and the requirements of Dutch law on the transfer of bearer shares. Stibbe, Simont, Monahan, Duhot advised on Dutch aspects.

Imperial Tobacco Group is buying Douwe Egberts Van Nelle Tobacco from Sara Lee/Douwe Egberts for £652 million. The acquisition is subject to Works Council consent in the Netherlands, regulatory clearance in a number of jurisdictions and the consent of Imperial Tobacco Group's shareholders. Ashurst Morris Crisp is acting for Imperial Tobacco Group, with a team led by corporate partners David Macfarlane and Jeremy Parr. The team includes partners Roger Finbow (competition), Ian Johnson (tax ), and Richard Kendall (finance). Nauta Dutilh's partner Joan van Marwijk Kooy is also advising Imperial Tobacco in the Netherlands. Schroders are acting as the financial advisers to the Group.

Eurotunnel declared a moratorium on the payment of interest on the major part of its debt on September 14 1995. An outline agreement on a restructuring plan was reached between Eurotunnel and a steering group of its bank lenders 12 months later, on October 2 1996. Eight months later in May 1997, detailed terms sheets were agreed. The proposals were then put to Eurotunnel's shareholders and the whole banking syndicate of nearly 200 banks for approval — the agreement of each individual bank was required. The Restructuring Agreement was signed on January 29 1998 and the restructuring finally became effective two months later, on April 7 1998. The corporate structure of Eurotunnel is unusual. There are two separate corporate groups linked at the holding company level by the listing and trading of their shares in units, and at the level of the principal subsidiary of each group because the concession to build and operate the Channel Tunnel was granted jointly to the two companies (see box).

The Law Society of Singapore is lobbying the government to allow law firms to change their partnerships into private companies. Creating private companies would give partners limited liability and the society believes it would encourage more aggressive marketing strategies. The move is also being seen as a step to make domestic law firms compete more effectively with foreign law firms. The Law Society believes foreign firms in Singapore have greater resources and pools of talent than local firms. Limited liability for partners of firms would make mergers of law firms less risky for those involved.

New York firm Reid & Priest and San Francisco form Thelen Marrin Johnson Bridges confirmed market speculation by announcing, on April 6, they are to merge (see IFLRev, April 1998, page 3). It is the largest merger between east and west coast firms, combining over 350 lawyers. The new firm will be known as Thelen Reid & Priest when the merger is formalized on June 30. Richard Gary, Thelen Marrin's chairman, will become chairman of the new firm and Thomas Igoe, chairman of Reid & Priest, becomes vice-president.

• US firm Paul, Weiss, Rifkind, Wharton & Garrison has poached a five-lawyer fund management team from US rival Baker & McKenzie. The team is led by partners Steven Howard and Scott MacLeod.

Howard Trust, General Counsel, The Barclays Group, talks to Diana Bentley

A wide-ranging reform and codification of Italian capital markets law tidies up some outstanding problems. It also introduces detailed rules on corporate governance. By Susanna Beltramo and Stefano Agnoli of Studio Legale Beltramo, Rome

The OECD convention against corruption is a major step against bribery. But a totally fair market is still far off. By Michael Hershman of Decision Strategies/Fairfax International LLC, Falls Church, Virginia