Committee publications
North American updates: Canada and the US
Class actions updates from North America, featured in the IBA Class Actions Committee May 2024 newsletter.
Released on Jun 4, 2024
European updates: Portugal, the Netherlands, and England and Wales
Class actions updates from Europe, featured in the IBA Class Actions Committee May 2024 newsletter.
Released on Jun 4, 2024
2024 elections: will the BJP winning this election achieve unprecedented governance stability in India
There can be no doubt that the Bharatiya Janata Party (BJP) has impacted India in the past decade in multiple ways and has potentially changed the ‘Indian mindset’. This article focuses on the legal reforms and changes brought by the BJP in India and whether BJP winning the 2024 elections is indicative of unprecedented stability in governance.
Released on Jun 3, 2024
Corporate governance news from Italy’s capital markets
This article focuses on certain new provisions regarding the governance of listed companies as recently introduced by Italy’s new Capital Markets Law. It mainly focuses on the governance of listed companies and, particularly, on the appointment of management bodies on the basis of a list presented by the outgoing board of directors; and increased-voting shares and multiple-voting shares.
Released on May 29, 2024
The telecommunications industry in Pakistan: growth, challenges and opportunities
Pakistan's telecommunications business has expanded significantly in recent years, spurred by rising demand for low-cost cellular services. The spread of mobile and broadband networks, as well as government attempts to improve infrastructure and promote competition, have all played important roles in this development. The sector's rise was notably pronounced during and after the Covid-19 pandemic, which considerably increased e-commerce and as a result, demand for connectivity. Despite these developments, the industry continues to face policy-based and operational hurdles which have hampered increased investment.
Released on May 28, 2024
LGPD development in Brazil: ANPD Resolution No 15/24
The Brazilian General Data Protection Law (LGPD) represents a significant milestone for data protection in Brazil, aligning itself with international standards and providing a solid legal framework for the privacy of personal data. As a part of this process, Resolution CD-ANPD No 15, of 24 April 2024, has emerged as a crucial regulation that establishes the procedures for reporting security incidents. This article will analyse the main aspects of this resolution, assessing its strengths, limitations, impacts and suggesting possible improvements.
Released on May 28, 2024
How do the OECD and the UN address international tax issues (past, present and future)?
The panel discussed how the Organisation for Economic Cooperation and Development (OECD) and the UN address international taxation concerns, starting with a look at the approach adopted in the past up to the present day, recent developments concerning the OECD’s Global Minimum Corporate Tax Rate, followed by an analysis of the solutions provided by both the OECD and the UN to address the tax challenges arising from the digitalisation of the economy. The likelihood of cooperation between the two organisations was also discussed. The panel also presented the perspectives of India and the US on these issues.
Released on May 27, 2024
Sustainable Law in Action: ESG Conference – February 2024
In this special edition of the Sustainable Law in Action podcast, Sara Carnegie, IBA Legal Projects Director, and barrister Melissa Murphy KC, speak with expert panellists at the IBA’s 2024 ESG Conference about the role of lawyers in the ESG (environmental, social, governance) space, and the challenges and opportunities facing businesses and law firms in this evolving and increasingly politicised area.
Released on May 27, 2024
Investment opportunities and incentives in Pakistan’s electric vehicle sector
Due to the increasing prices of traditional fuel and deteriorating environmental health at a global level, it is imperative for the world to consider shifting towards electric vehicles (EVs). This transition has been the centerpiece of all conversations in the automobile in-dustry against the backdrop of climate change, sustainability, energy transition and capaci-ty building for the adoption of newer technologies that safeguard the environment while creating new business opportunities.
Released on May 23, 2024
Navigating new terrain: key updates in Jordan's technology-related legal framework
The rapid proliferation of technology and artificial intelligence (AI) has significantly influenced global markets, necessitating robust regulatory frameworks. This article explores Jordan's agile response through the enactment of the Jordanian Cybercrimes Law (Law no 17 of 2023) and the Personal Information Protection Law (Law no 24 of 2023). These laws not only criminalise certain online activities and protect personal data but also position Jordan as a regional leader in addressing the dual imperatives of innovation and security in the digital age.
Released on May 23, 2024
IBA hosts largest transnational crime conference to date
The 26th Transnational Crime Conference, which took place between 8–10 May 2024 in Milan, Italy, was a resounding success. In fact, it has become the most well-attended international criminal law conference in the IBA’s history!
Released on May 21, 2024
ESG in M&A: practical comments from the Polish perspective and an invitation to consider further
There’s still relatively little discussion about ESG in the context of mergers and acquisitions (M&A). Should there be a place for ESG in something as profit driven as an M&A transaction? Are there any junctions between ESG and M&A, and if so, should they influence transactional processes from both the buyer’s and seller’s perspective?
Released on May 20, 2024
Austrian foreign direct investment regulations continue to impact cross-border M&A deals
On 10 April 2024, the Austrian Foreign Direct Investment (FDI) authority submitted a report to the Austrian parliament indicating, among other findings, that: (1) the number of FDI filings has substantially increased, (2) that the Austrian FDI authority takes an active role in this regard (including requesting the submission of FDI filings), and (3) the authority carefully reviews cases (often Phase 2 proceedings). This article assesses FDI regulations in Austria in this context.
Released on May 20, 2024
Directive (EU) 2019/2121 on cross-border conversions, mergers and divisions: changes to Portuguese legislation
In December 2023, Portugal adopted and transposed the provisions of Directive (EU) 2019/2121 regarding cross-border conversions, mergers and divisions into Portuguese law. This article highlights such changes and possible difficulties in regard to its applicability.
Released on May 20, 2024
The use of incentive plans and compensation schemes in Portugal
The main purpose of this article is to provide a brief overview of how incentive plans and compensation schemes targeted at employees, key service providers and management teams have been shaped recently in Portugal, considering the lack of strong legal regulation (at least for unlisted companies), which has led to the increased use of hybrid products, often imported from other jurisdictions. We aim at providing insights on some of the most commonly adopted structures, the pros and cons and the rationale underlying the selection of different types of remuneration tools.
Released on May 14, 2024
Innovation drive: Chile’s leap forward in regard to the country’s venture capital dynamics
This article provides an examination of Chile’s recent initiatives and their potential impact on the venture capital industry.
Released on May 14, 2024
Navigating economic challenges: the rise of acquisitions as a strategic option for Pakistani startups
Amidst the economic slowdown, Pakistani startups are dealing with capital raising and are looking towards acquisitions as a way to cash in.
Released on May 14, 2024
Foreign direct investment: the legal framework in Poland
The new foreign direct investment regime, introduced in Poland in 2020, established a foreign investment screening mechanism enforced by the Polish Competition Authority (PCA). The new foreign direct investment regime, which supplements the investment control regime regulated by the Polish Act on the Control of Certain Investments dated 24 July 2015 (‘the Polish FDI Act’) and enforced by the relevant ministries, involves a limited number of strategic entities and is applicable regardless of the investor’s ‘nationality’. The new regime was introduced in response to the Covid-19 outbreak, for an initial period of two years. However, in mid-2022 the Polish parliament decided to extend this new regime for a further three years, ie, until July 2025.
Released on May 14, 2024
Deferred consideration by ‘foreign owned or controlled’ Indian companies – regulatory overhang
After the Reserve Bank of India issued notices to a few ‘foreign owned or controlled’ Indian companies for deferring part of the consideration payable in regard to their downstream investments in other Indian companies, Indian transaction advisors are faced with a dilemma. Structuring deals with deferred consideration for acquisitions through ‘foreign owned or controlled’ Indian companies has become a risky proposition. This article argues that a complete ban on this practice is not only commercially impractical, but also potentially misaligned with the original regulatory intent.
Released on May 14, 2024
The same, but different? The new Flexible Capital Company in Austria
The introduction of the Flexible Capital Company (Flexible Kapitalgesellschaft, FlexCo) as a new form of company, as of 1 January 2024, constitutes a landmark moment in the history of Austrian corporate law. The FlexCo has many similarities to the Gesellschaft mit beschränkter Haftung (GmbH), which is the standard domestic private limited liability company that was introduced over a century ago. In fact, the FlexCo Act contains a general reference to the provisions applicable to the GmbH for all matters not regulated therein. After five years of political negotiations over several legislative periods, Austria introduced the FlexCo to provide a dynamic, ‘flexible’ alternative to the GmbH, in particular, to address the needs of the entrepreneurial founder community. In addition, the introduction of the FlexCo has also prompted a number of changes to other Austrian regulations.
Released on May 14, 2024
Securing your stake: navigating minority shareholder rights in Spanish sociedades limitadas
This article explores the essential rights of minority shareholders in Spain’s venture capital and private equity sectors, focusing on the integration of statutory protections and negotiated contractual rights within investment agreements. By detailing both the statutory and contractual frameworks available, this paper explains how these rights safeguard investments and promote equitable participation, thereby enhancing the attractiveness of Spanish markets to foreign investors.
Released on May 14, 2024
The revenge of the ‘Russia roulette’ clause
Imported into Italy, France and Europe from the Anglo American legal practice to solve the crisis of governance in 50/50 joint ventures, after a period of slow use, the ‘Russian roulette’ clause has taken its revenge through several recent court decisions, which have confirmed its validity under Italian and French law.
Released on May 14, 2024
Unlocking corporate deadlock: controlling the gamble
Within the intricate tapestry of corporate governance, conflicts and disagreements are inevitable. However, when these tensions escalate to the point of impeding decision-making and paralysing the functioning of a company, they give rise to what is known as corporate deadlock. The manner in which shareholders choose to solve deadlocks is essential for preserving the functionality and long-term viability of companies.
Released on May 14, 2024
The importance of foreign-owned or controlled companies in India and the need for a more lucid regulatory framework to govern them
Foreign-owned or controlled companies (FOCCs) play a vital role in attracting foreign investment into India by enabling multinational corporations (MNCs) to consolidate their businesses in India, and buyout private equity funds are crucial in setting up investment platforms for making further investments in India through bolt-on merger and acquisition (M&A) activity. Yet, Indian exchange control regulations governing FOCCs continue to be riddled with ambiguity, thus creating inconsistencies and posing practical challenges, especially when structuring M&A transactions. This article sheds light on the strategic importance of FOCCs in attracting foreign investment into India and the major lacunae in India’s exchange control regulations governing FOCCs, which continue to pose challenges for investors.
Released on May 14, 2024
The IBA ESG conference and the evolving role of lawyers in sustainability due diligence
In February 2024, the IBA hosted an Environment, Social and Governance (ESG) conference, presented by the IBA North American Regional Forum and the IBA Energy, Environment, Natural Resources and Infrastructure Law Section, which took place in New York City. The conference featured a variety of cutting-edge panel discussions on ESG, including a panel session on ‘Due diligence and ESG – identifying new requirements and key risks for clients’.
Released on May 7, 2024
Unlocking potential: legal and regulatory dynamics in Pakistan's digital health industry
Pakistan's healthcare landscape is undergoing a transformative shift propelled by the burgeoning digital health sector. With the advent of innovative technology and an increasing desire for effective healthcare solutions, the nation is witnessing the rise of digital platforms, telemedicine services and health information systems. Despite this positive progress, the sector faces some legal and regulatory challenges.
Released on May 3, 2024
Urgently advocating for the establishment of the Special Tribunal for the Crime of Aggression against Ukraine
Russia’s war against Ukraine is an extraordinary genocidal war of aggression, an act with the sole purpose of eradicating Ukrainian culture, history, language, and the entire state
Released on May 2, 2024
Significant recent changes to the UK economic migration regime
The UK Home Office has recently implemented policies to reduce legal migration, including work-based immigration. This article outlines the context, details and potential implications of such significant changes to the UK economic migration regime.
Released on May 2, 2024
The impact of the EU’s AI Act on the medical device sector
The EU has created the world’s first government regulation of artificial intelligence (the AI Act) which has significant implications for the medical device industry. The AI Act categorises medical devices as a high-risk group and requires providers to comply with strict standards in terms of risk management, data quality, transparency, human oversight and robustness. In addition to the requirements of the Medical Device Regulation (MDR), medical device manufacturers will have to comply with additional regulations in future.
Released on Apr 30, 2024
Market dynamics and legal implications: analysing product liability in Africa’s medical device sectors
The medical device industry is experiencing rapid growth globally, particularly in Nigeria and across Africa. This expansion presents substantial market opportunities. However, the corresponding increase in product liability lawsuits poses considerable legal and financial risks to international pharmaceutical companies and medical device manufacturers operating in Nigeria and Africa as a whole. This article discusses relevant legislation in Nigeria and proposes practical strategies for medical device manufacturers to minimise the likelihood of product liability claims, suggesting defences to navigate adeptly through product liability suits.
Released on Apr 30, 2024