Committee publications
The future of entity choice: endangered hybrids and new choices for IPOs
This panel discussion focused on two main topics: hybrid issues and initial public offerings (IPOs). First, hybrid issues were discussed from a legislative point of view, but also in an international context where such hybrid issues can lead to the unfavourable treatment of foreign investors. Second, IPOs and their tax implications were examined from the perspective of different jurisdictions, namely Italy, the Netherlands and Switzerland.
Released on Jun 29, 2023
Offramps: managing criminal tax investigations to avoid charges
Clients facing criminal tax investigations are not only looking to defeat the potential charges on the merits, but on any grounds that convince a government not to pursue criminal charges against the particular individual or entity. This panel addressed the potential arguments for declinations of criminal tax charges and alternatives to criminal tax convictions, such as non-prosecution agreements and deferred prosecution agreements.
Released on Jun 29, 2023
Hot topics in transatlantic M&A (2023)
This session’s panel discussed: (1) the potential implications in connection with the upcoming implementation of the Organisation for Economic Co-operation and Development’s (OECD) Pillar Two Model Rules in deal structuring, purchase price determination and contracts; (2) tax insurance solutions to address the tax risks in mergers and acquisitions (M&A) transactions; and (3) the determination of the appropriate jurisdictions in corporate redomiciliations.
Released on Jun 29, 2023
ESG @ IBA
'The purpose of making ESG a presidential priority is to ensure that the international legal community plays a significant role on ESG and thus helps create a positive and enduring change in the world. We shall once more use the law as an instrument of change. To advance our goals, we identified six main areas of work: the ESG resource hub, specialist conferences, training through IBA webinars, education, collaboration with other institutions, and reviewing internal IBA policies and practices.'
Released on Jun 29, 2023
Exits in private equity transactions in France: the legal negotiations
Exit strategies play a crucial role in private equity transactions, encompassing both venture capital and leveraged buyouts (LBOs). The exit phase represents the culmination of founders’ efforts and sacrifices, while investors realise the anticipated value appreciation from their initial investment. Various exit routes can be considered, including an initial public offering, sale to an industry player, or a secondary LBO where another fund invests alongside management in a holding company, facilitated by substantial debt financing.
Released on Jun 28, 2023
US GILTI, book minimum tax and Pillar Two – how will they interact?
The panel focused on the complexities expected to arise from the Organisation for Economic Co-operation and Development’s Pillar Two rules and the US Global Intangible Low Tax Income (GILTI) and book minimum tax provisions.
Released on Jun 28, 2023
Digital nomads – the inevitable ‘to do list’ for employers
The phenomenon of ‘work from anywhere’ (WFA) engagements, specifically digital nomads, has significantly increased since and due to the Covid-19 crisis. However, employers have yet to keep up with the pace and take control of it. WFA is not merely a romantic phenomenon but rather a situation that requires prior careful legal analysis and preparation. This article analyses and tackles this growing method of engagement, demonstrating the importance of a comprehensive policy to regulate it for the benefit of both employers and employees. As always, knowledge provides power.
Released on Jun 23, 2023
IBA Access to Justice and Legal Aid Committee: 2022 Annual Conference report
This report covers the IBA Access to Justice and Legal Aid Committee’s session titled ‘Sustainability focus: Access to climate change justice for our most vulnerable citizens’ at the 2022 IBA Annual Conference in Miami, Florida, on 1 November 2022.
Released on Jun 21, 2023
ESG and modern slavery in Brazil: what should companies know?
The ‘S’ pillar in ESG focuses on practices related to diversity, anti-discrimination, health and safety in the workplace, and modern slavey. The eradication of modern slavery is one of the most important aspects for companies to consider, especially in Brazil where labour authorities have been paying great attention to modern slavery in supply chains.
Released on Jun 20, 2023
Employment and Industrial Relations Law Editor's note
Welcome to the summer 2023 e-bulletin from the IBA Employment and Industrial Relations Law Committee.
Released on Jun 20, 2023
The rise in popularity of employer of record arrangements and global working from a UK perspective
This article analyses the current rise in popularity of the employer of record model and the challenges this can present from a UK employment law perspective.
Released on Jun 20, 2023
The metaverse and the evolution of the workplace
The metaverse is an unknown space, with endless possibilities. Technology is changing the way we see the world and, therefore, impacting the workplace and providing a new way of working no matter where we are.
Released on Jun 20, 2023
The metaverse: the workplace 3.0 (from a European perspective)?
As teleworking and virtual meetings become more widespread, will the metaverse become the new workplace? This article explores the main legal implications of this phenomenon from an employment law perspective.
Released on Jun 20, 2023
The future of work: an interview with Dave Ulrich
An interview with Dave Ulrich, author and speaker, on the present and future of human resources and organisation matters, conducted by the Newsletter Editors of the IBA Employment and Industrial Relations Law Committee.
Released on Jun 20, 2023
The concept of local legal employer or employer of record gains momentum as a form of hiring
Employer of record is a new opportunity for many companies but, in some jurisdictions, there are some risks that need to be analysed.
Released on Jun 20, 2023
Navigating the challenges and opportunities of ESG compliance
The article discusses the importance of environmental, social and governance (ESG) compliance for businesses. ESG compliance involves a company’s adherence to practices aligned with the values and expectations of stakeholders, highlighting the challenges companies face in implementing ESG practices, such as navigating the complex regulatory environment and collecting reliable ESG data. This article also emphasises the opportunities for companies that prioritise ESG practices, including improved performance, reputation, access to capital and stronger stakeholder relationships. The article recommends best practices for ESG compliance, such as developing a clear ESG strategy, establishing relevant ESG metrics and integrating ESG practices into business operations.
Released on Jun 20, 2023
Moonlighting: a question of ethics or the future of work
Moonlighting is the practice of working a second job within or outside normal business hours, typically without the knowledge of the primary employer. Potential legal risks that are associated with moonlighting include conflicts of interest, decreased productivity, health and safety issues, intellectual property concerns and potential data security breaches. In this article, we discuss the evolution of working systems and reasons that lead to moonlighting, the legal issues involved, the ways to prohibit or regulate moonlighting and any benefits associated with moonlighting.
Released on Jun 20, 2023
Legal implications of engaging an employer of record in Brazil
While engaging an employer of record (EOR) is a business model commonly adopted by companies willing to expand globally without the need for establishing a physical presence in each country they intend to operate in, such model faces many challenges in Brazil. This article addresses the legal implications of adopting an EOR model in Brazil.
Released on Jun 20, 2023
ESG: the future of employment in Pakistan
Historically, Pakistan’s alignment with the environmental, social and governance (ESG) movement has been tepid, but efforts have been made to encourage ESG compliance within the country. Pakistan’s legal framework provides a conducive environment for firms to establish and achieve ESG goals, attracting investments across various sectors, including agriculture, banking and infrastructure development. In 2021, a record $649bn was invested in ESG-focused funds worldwide and the sustainable finance industry saw the emergence of ESG-linked loans and incentive-linked securities in different regions. This article explores the recent emergence of the environmental and social aspects of ESG in Pakistan and their impact on the future of employment in the country.
Released on Jun 20, 2023
Empowering employers: the advantages to adopting artificial intelligence in the workplace
Artificial intelligence allows employers to regain lost rights by improving the organisation’s supervision and error detection capabilities, both before and during the employment relationship.
Released on Jun 20, 2023
Efficient contracting: the key to a successful client–PEO–employee relationship
The article deals with some common issues faced by parties in a PEO arrangement in India due to shortcomings in contract drafting, and how these issues can be avoided.
Released on Jun 20, 2023
AI, employee monitoring and data protection: a difficult balance in the framework of Italian law
This article explores the Italian legal framework governing the use of artificial intelligence (AI) to monitor employees, focusing on the interim emergency decision issued by the Italian Data Protection Authority on 30 March 2023, which limited the processing of Italian users’ data by OpenAI, and the measures that employers must take to ensure compliance with data protection laws and employee rights while using AI for monitoring purposes.
Released on Jun 20, 2023
The legal jabuticaba
The Brazilian legal system possesses unique features, one notable characteristic being the practice of attorney's fees being payable by the losing party to the prevailing party's lawyers (honorários de sucumbência) in litigation and, sometimes, in arbitration. This article explores the criteria for granting honorários de sucumbência in civil proceedings, as outlined in the Brazilian Code of Civil Procedure.
Released on Jun 20, 2023
Report on the UNCSW67 side event: ‘Access to Justice – a Sine Qua Non for Inclusion and Equality’
A report on the virtual side event held during the 67th session of the UN Commission on the Status of Women, which took place on 9 March 2023 and was hosted by the IBA Access to Justice and Legal Aid Committee.
Released on Jun 20, 2023
Slouching towards oversight - artificial intelligence and the law
This article analyses legal and ethical issues which have come about in the wake of recent developments in the artificial intelligence (AI) market. It also contrasts India’s regulatory position on AI with regulatory frameworks in jurisdictions such as Australia, China, the European Union, Japan, Singapore, the United Kingdom and the United States.
Released on Jun 20, 2023
The legal landscape for privacy and surveillance in Pakistan
With exponentially increasing technological advancements, the state’s role in security-related surveillance has transformed significantly so far in the 21st century. However, this expansion of surveillance practices has raised concerns about the fundamental and constitutional rights to free speech and privacy, undemocratic practices and the erosion of public trust. This article examines the evolving legal landscape for surveillance in Pakistan, focusing on the relationship between state activities, data governance and public trust.
Released on Jun 20, 2023
The rise of revenue authorities in the Commonwealth Caribbean: what about taxpayers’ rights?
In 2021 legislation was passed to implement the Trinidad and Tobago Revenue Authority, which is due to take full effect from 1 August 2023. This also coincides with a move to reform property taxes, which had previously been referred to as land and building taxes, but is now expected to be re-implemented as a property tax in 2023, based on a percentage of the annual rental value of the property.
Released on Jun 18, 2023
A tale of two holding companies: tax disputes in Trinidad and Tobago
In recent times, there have been two significant decisions emanating from the Tax Appeal Board of Trinidad and Tobago in which the role and purpose of the holding company within the multinational group structure was critical in determining whether the interposition of such entity within the group structure was a tax avoidance mechanism and, therefore, should be disregarded in the taxation authority’s assessment related to the withholding tax applicable on the particular dividend remittance.
Released on Jun 18, 2023
The Common Reporting Standard and the Cayman Islands – why it is more important than ever for Cayman financial institutions to get it right
In 2014, the Organisation for Economic Co-operation and Development developed the Standard for Automatic Exchange of Financial Account Information in Tax Matters (the ‘AEOI Standard’). The AEOI Standard provides for the annual exchange, between tax authorities, of a predefined set of information on financial accounts held by individuals and entities resident in a foreign jurisdiction. The Common Reporting Standard is the global standard for the automatic exchange of tax information. The Cayman Islands was one of the first countries to commit to implementing the AEOI Standard and completed its first exchange in 2017.
Released on Jun 18, 2023
The Caribbean Community (CARICOM) double taxation treaty
The Caribbean Community’s Double Taxation Agreement was signed in 1994 and bears close similarities to the UN Model Double Taxation Convention between Developed and Developing Countries published in 1980, rather than the Organisation for Economic Co-operation and Development’s Double Taxation Convention on Income and Capital, which was developed in 1963 by developed countries and largely favoured investors from those countries. The Double Taxation Agreement is unfortunately silent on ‘permanent establishment’, an omission which causes businesspersons, accountants and lawyers endless headaches.
Released on Jun 18, 2023