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The UK Financial Conduct Authority's (FCA) review of structured product governance has criticised the ways in which the instruments are developed and sold, warning that binding rules may be necessary.

The European regulatory capital market continues to grow, but global and EU reforms are causing concern among investors and issuers

Y Shukie Grossman

Damien Roberts Marcell Németh Ana García Vinicio Trombetti

The tips and tricks that will help the region’s dealmakers exceed last year’s record volumes

César Rodríguez The Colombian fourth generation concession programme is seeking its first financial closing. Considering the huge amount of money needed, concessionaires are trying to put in place the optimum capital structure, combining long-term senior financing, revolving liquidity facilities, equity contributions and subordinated debt. Historically, subordinated debt has been widely used in infrastructure projects in Colombia as an instrument to inject sponsors' equity, and to avoid cash traps and other restrictions. However, existing sponsors are assessing how to obtain subordinated debt from non-affiliated parties, such as governmental entities and private equity funds. This represents a new feature in the Colombian landscape, as well as further challenges.

Sanjay Mohanasundram As in most other jurisdictions which seek to preserve the sanctity of the arbitration process, Malaysia's Arbitration Act 2005 limits the grounds on which a party can seek to reverse an arbitration award. Section 42 of the Act allows for a party to challenge an award on a question of law. Until the recent decision of the Court of Appeal in Government of Malaysia v Perwira Bintang Holdings Sdn Bhd there was some confusion as to when the court should exercise its discretion to set aside an award on a question of law. In this decision, the Court of Appeal set out the following criteria in order to determine whether an award should be set aside on this ground:

Maria Papatsoris Under Law 6 of February 3 1997, the National Authority of Public Services (ASEP) in Panama is entitled to regulate the energy industry. Its purpose includes securing the availability of an efficient energy policy capable of supplying the country's energy demand, while meeting economic, social, and financial viability criteria. As a consequence of the energy crisis and the state's interest in promoting the use of renewable energy resources, mitigating adverse environmental impacts, and reducing dependence on traditional fossil fuels by means of Law 43 of August 9 2012, Law 6 was modified. It now allows the purchase of power and energy through special public tender processes, approved by ASEP and subject to the energy guidelines issued by the National Energy Secretariat, which have their own rules and are more expeditious.

Banji Adenusi To address liquidity challenges in the Nigerian electricity supply industry, and create an economically viable and sustainable sector, the Nigerian Central Bank recently issued terms and conditions to deposit money banks for participation in the Nigerian Electricity Market Sector Facility (CBN-NESMF). This follows the handover of the Nigerian utility company, PHCN, to successor companies. The N213 billion ($1 billion) facility, with a 10-year tenor and 12-month moratorium period on the principal amount, is designed to settle outstanding payment obligations to market participants, service providers and gas suppliers in the Nigerian electricity market (beneficiaries), and will be warehoused in an SPV set up by the apex bank and the Nigerian Electricity Regulatory Commission, and under administration and management of an asset manager. As expected, the special purpose vehicle (SPV) will refinance the facility by repaying the lenders in proportion to their stated commitment as defined in the various transaction documents, with the Central Bank subscribing to debenture notes issued by the SPV in the total sum of the facility amount. Of crucial importance is the role played by the banks and their designation in relation to their functions. Yet, what is common to all is the responsibility of ensuring the reasonable protection of the best interests of the SPV.

Anna Pinedo Regulators and lawmakers in the US continue to review and consider measures that may promote capital formation for smaller and emerging companies. Although the number of initial public offerings (IPOs) in the US in 2014 reached highs not seen since the early 2000s, there are a few important observations. Companies continue to rely heavily on private financings and only pursue IPOs once they have attained a significant size or maturity. Often, institutional investors participate in private placements that almost serve as surrogates for traditional IPOs as the size of pre-public, later stage private placements has grown significantly. The median size of IPOs remains high – there are relatively few IPOs in which the offering proceeds are less than $100 million. This dynamic has resulted in a need to ensure that there are more liquidity opportunities for the holders of securities in privately held companies.