Welcome to Brodies’ weekly corporate news update which highlights selected legal and regulatory issues affecting the business community this week.

Please note that, where there is a link to an external website, you may need to have a subscription in order to access the content.

Cross border mergers

The UK’s Companies (Cross-Border Mergers) Regulations 2007 enable mergers between companies in different EU member states. To fall within the 2007 Regulations, shares or other securities representing the capital of the transferee company must be “receivable” by the members of the transferor as consideration for the transfer. In this case, the shareholders in the transferor company had agreed not to receive shares or other securities in the transferee. In this landmark, the English court held that the Regulations permitted waiver of the right to consideration.

In re Olympus UK Ltd and others

State aid and broadband

The Commission has published new guidance to help governments invest in broadband. The handbook is useful for any public authority investing in broadband or looking at co-funding projects with EU structural and investment funds.

News release with links
European Commission handbook

Consumer Rights Bill – progress report

A House of Commons Library Research Paper reports on the House of Commons Committee Stage of the Consumer Rights Bill 2014.

EU and international trade

The European Commission has welcomed a new legal framework to better enforce EU rights under international trade agreements. The new rules will allow for a more effective EU response to illegal measures taken by its trading partners. The new regulation gives the EU a single horizontal framework to react swiftly and effectively to make sure that trade agreements translate into real benefits for EU businesses and workers.

Private equity

The Guidelines Monitoring Group (the private equity monitoring group on transparency and disclosure) proposes to extend the enhanced disclosure requirements for portfolio companies. Amongst other things, the Group proposes to introduce new disclosure requirements relating to information on the business model, gender diversity and human rights matters.

Taxation – “Countries slow race to bottom on tax competition”

FT article looking at the continuing debate over countries’ lowering of tax rates to attract international investment


Paul Breen