This article focuses on the third of the three principal types of transaction structures used in mergers and acquisitions (M&A), Mergers, which means not a generic kind of business combination, but “statutory Mergers” executed pursuant to one or more states’ merger statutes, in which one company merges into another. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.
A selection of informative resources on lobbying activities at the US federal and state levels.
This InfoPAK (now known as ACC Guides) provides a high-level overview of privacy rules and principles in France.
The Committee on Foreign Investment in the United States is becoming increasingly assertive and expansive in conducting reviews of foreign transactions in and involving the United States. Discover if your company will be affected and how you can prepare.
Looking to achieve growth capital? Consider private equity investments. Whether you’re a new or experienced investor, these tips will help you prepare for and manage these transactions and relationships.
Understand the global legal and regulatory landscape of data privacy, specifically how it relates to the transfer of data across borders.
In this multi-country guide, learn about the rules on marketing undertakings for collective investment in transferable securities in Europe.
This Quick Overview addresses the legal adversities and the impacts faced by the supermarket industry under Brazilian legislation that should be carefully analyzed not only by foreign investors, but also by domestic investors on a daily basis.
This article describes arbitration in the UAE, specifically, terms of reference, enforcing arbitration awards, and challenging an arbitration.
For items containing electronic parts there has been a rise in counterfeits. Recent regulations promulgated by the Department of Defense (DOD) address how to avoid procurement of counterfeits. Read this article if your company is a manufacturer or distributor of electronic parts.
When there's a new in-house counsel added to your team, or you might be the new one, you can follow these top ten suggestions to increase the probability of success in such a transition.
Once you understand the principles, you will nd these a lot easier and more fun to build than you might think, and they can be really valuable — to your company and to your own reputation within it.
On average around the world, starting a business takes 7 procedures, 25 days and costs 32% of income per capita in fees. To operate and expand, the firm will need financing—from shareholders or from creditors. Raising money in the capital market is easier and less costly where minority shareholders feel protected from self-interested transactions by large shareholders. Good corporate governance rules can provide this kind of protection. But among the 189 economies covered by this article, 46 still have only very limited requirements for disclosing majority shareholders’ conflicts of interest—or none at all. In recent years, there has been remarkable progress in removing some of the biggest bureaucratic obstacles to private sector activity. Yet small and medium-size enterprises still are subject to burdensome regulations and vague rules that are unevenly applied and that impose inefficiencies on the enterprise sector. Learn more about the specific regulatory obstacles small and medium-size enterprises must navigate.
Rebecca Arvizu, senior counsel of Legal and Business Affairs for DTS, Inc. explains the most critical components in IP licensing based on her career experience.
Public reporting company status is traditionally prestigious, increases access to capital, improves liquidity and enables more favorable financing terms and opportunities. Yet public reporting company status exposes companies to the glare of public scrutiny and burdensome compliance obligations, often before they are ready to shoulder those responsibilities and sometimes without raising much capital or increasing liquidity and financing opportunities appreciably. In the meantime, the private equity markets increasingly dwarf the public markets and provide the overwhelming amount of capital markets investment. This article addresses the question of when should companies go public, and when should they stay private.
The agenda for Proxy Season 2013 included: pay for performance, including peer group construction methodology and realizable pay; board responsiveness to shareholder proposals; pledging, hedging and margin accounts; special issues for Canadian pay for performance; European policy updates; and board tenure in Hong Kong and Singapore. This panel will consider the handling of these issues and the lessons learned from 2013 for best practices going into the next proxy season.
To understand the driving forces behind the evolving role of the CLO and of corporate legal departments, the Association of Corporate Counsel (ACC) reached out to 9,600 indi- viduals. Survey results reflect data* from more than 1,200 individuals in 41 countries who serve as the organization’s chief legal officer or general counsel (referred to as the CLO in this report). From roles and responsibilities to salaries, skills and work environments, the study explored a broad range of topics.
New this year is a comparative analysis of the data from the 2013 and 2014 survey results, thereby addressing current trends facing law departments.
Merger review at the US antitrust agencies considers, as the 2010 Merger Guidelines put it, “any reasonably available and reliable evidence.”
These are top ten recommendations for universities when engaging a search firm to recruit athletic directors and high level coaches in the United States.
This Top Ten addresses aspects of Colombian data protection law that your company should take into account when establishing a business in Colombia, since most of the companies will handle Personal Data (at least employees data) and therefore will have to comply with the Data Protection Law and its regulations.
This case law is Federal Trade Commission v. Toysmart.com, LLC.
In-house counsel are often viewed as the “gatekeepers” of corporate misconduct — meaning they can be subjected to civil or criminal liability if disclosure provisions aren’t met. These provisions have become increasingly widespread, encouraging attorneys to report unethical business practices and prioritize the public interest over the interests of the client.
Your company is in crisis mode - the possibility of a distressed acquisition is looming. While it's natural to panic, this may be an opportunity. Learn how to help reshape the business with a well structured acquisition of it and restructured relationships with key stakeholders.
In this multi-jurisdictional guide, explore an overview of key legal issues, rules and developments regarding franchise across a range of jurisdictions.
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