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SEC adopts hedge fund antifraud rule, which extends to mutual funds (HF, IA & MF)
- Sutherland Asbill & Brennan LLP
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- USA
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- August 8 2007
The SEC voted unanimously to adopt a new antifraud rule under the Investment Advisers Act of 1940 that clarifies its ability to bring enforcement actions under the Advisers Act
Foreign Corrupt Practices Act: recent changes in sovereign wealth fund investment activity raise the prospect of unprecedented and unpredictable FCPA risks
- White & Case LLP
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- USA
- -
- March 20 2008
Imagine this (hypothetical) course of events: Dan Archer, CEO of ABC Corp., a medium-sized equipment parts manufacturer, received a notice that the US Department of Justice and the Securities and Exchange Commission had launched investigations into whether ABC Corp. had violated the anti-corruption provisions of the Foreign Corrupt Practices Act (FCPA
Delaware Court of Chancery finds fraud and breach of contract and awards damages to acquirer because seller fraudulently misrepresented historic cash flow
- Edwards Wildman Palmer LLP
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- USA
- -
- October 9 2007
The Court of Chancery, in Cobalt Operating LLC v. James Crystal Enterprises, LLC, 2007 WL 2142926 (Del. Ch. July 20, 2007), found that defendants committed fraud in the course of selling a radio station to plaintiff and, as a result, the Court awarded over $11 million in monetary damages to plaintiff (including the cancellation of a $5 million promissory note and the cancellation of defendants’ $2 million equity interest in plaintiff
DOJ raises the bar for pre-acquisition FCPA due diligence
- Reed Smith LLP
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- USA
- -
- May 29 2008
On January 15, 2008, the U.S. Department of Justice (“DOJ”) issued its first Opinion Procedure Release of the year
Update on the thematic review of controls over inside information
- Katten Muchin Rosenman LLP
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- United Kingdom
- -
- June 6 2008
On June 5, the UK Financial Services Authority (FSA) published Market Watch 27 as an update of the FSA’s thematic review of controls over inside information related to public takeovers
No control person liability pursuant to terms of merger agreement
- Katten Muchin Rosenman LLP
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- USA
- -
- January 11 2008
The U.S. Court of Appeals for the Fourth Circuit, in an “unpublished” decision (which is not binding precedent under the Court’s rules), affirmed the dismissal of state law securities and fraud claims brought by Sherwood Brands, Inc. against a candy cane manufacturer’s (Asher) Chairman and his sister, who was Asher’s majority shareholder, over a failed merger and acquisition deal
Recent DOJ opinion focuses on the role of Foreign Corrupt Practices Act due diligence in mergers and acquisitions
- Locke Lord LLP
- -
- USA
- -
- July 18 2008
The Department of Justice (“DOJ”) recently issued Foreign Corrupt Practices Act (“FCPA”) Opinion Procedure Release 08-02 (“Opinion”) permitting Halliburton Company to acquire a UK-based oilfield services company (“Target”) without exposing itself to immediate liability for possible pre-or post-acquisition FCPA offenses by the Target
Increased opportunities for foreign investment in brazil also bring increased risk for fcpa violations
- Sheppard Mullin Richter & Hampton LLP
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- Brazil, USA
- -
- March 25 2010
With the award to Rio de Janeiro of two of the highest profile sports events in the world - the 2014 World Cup and the 2016 Summer Olympics - many U.S. and multinational corporations will be looking for investment opportunities in Brazil
The Bribery Act - the new offences and their impact on private equity
- Herbert Smith Freehills LLP
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- United Kingdom
- -
- July 28 2010
The long awaited Bribery Act received Royal Assent on 8 April and the Ministry of Justice has recently announced that the Act will come into force in April 2011
The effects of anti-money-laundering legislation on UK M&A transactions
- McDermott Will & Emery
- -
- United Kingdom
- -
- January 8 2010
A number of features are emerging in the UK M&A market following the downturn in deal activity over the last year
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