In M&A transactions, the principal terms negotiated by the parties are usually the structure, price, representations, warranties and undertakings and indemnities. Whereas in most jurisdictions parties are at liberty to agree on these terms, in China the outcome of the negotiations between Chinese and foreign parties may not be as final as hoped for ...
The Ministry of Commerce (“MOFCOM”), the State-owned Assets Supervision and Administration Commission of the State Council, the State Administration of Taxation, the State Administration for Industry and Commerce, the China Securities Regulatory Commission (“CSRC”) and the State Administration of Foreign Exchange jointly issued the Regulations Regarding the Acquisition of Domestic Enterprises by Foreign Investors on 8 August 2006 ...
The Central Government of the People’s Republic of China (“Mainland”) and the Government of the Hong Kong Special Administrative Region (“Hong Kong”) jointly issued the Arrangement between the Mainland and Hong Kong for the Avoidance of Double Taxation on Income and the Prevention of Fiscal Evasion on 21 August 2006 ...
The Ministry of Commerce (“MOFCOM”) promulgated the Supplementary Regulations Regarding the Establishment of Holding Companies by Foreign Investors on 26 May 2006. The Supplementary Regulations amend and supplement the Regulations on the Investment in and Establishment of Holding Companies by Foreign Business Entities, which became effective on 17 December 2004 (the “Holding Company Regulations”) (as discussed in the 2004.4 issue of China Legal Update) ...
The Central Government of the People’s Republic of China (“Mainland”) and the Government of the Hong Kong Special Administrative Region (“Hong Kong”) reached a further understanding regarding the Closer Economic Partnership Arrangement between the Mainland and Hong Kong (“CEPA”) (as discussed in the July 2003 issue of China Legal Update) on 27 June 2006. This supplement, referred to as CEPA IV, further liberalises PRC market access for qualified Hong Kong service suppliers ...
The Government of Hong Kong and the Central Government of the People’s Republic of China (“Mainland”) signed An Arrangement on Reciprocal Enforcement of Judgments in Civil and Commercial Matters by the Courts of the Mainland and of the Hong Kong Special Administrative Region pursuant to Choice of Court Agreements between Parties Concerned on 14 July 2006 ...
The Ministry of Commerce issued the Notice on Further Improving the Work of Attracting Foreign Investment into the Logistics Sector on 20 April 2006. The Notice, which became effective on 31 March 2006, is the first major liberalisation in the PRC logistics sector since the 2002 Notice on Relevant Issues in the Work of Launching Pilot Projects for the Establishment of Logistics Enterprises with Foreign Investment (“Pilot Notice”) ...
The Ministry of Construction, Ministry of Commerce, National Development and Reform Commission, the People’s Bank of China, the State Administration for Industry and Commerce and the State Administration of Foreign Exchange jointly issued the Opinions on Regulating the Entry into and the Administration of Foreign Investment in the Real Estate Market on 11 July 2006 ...
The Ministry of Finance and the State Administration of Taxation jointly issued the Notice on Adjustment of the Scope of the Tax Refund Policies for the Purchase of Domestically Manufactured Equipment by Foreign Investment Projects on 10 May 2006. The Notice revises the value-added tax (“VAT”) refund policy for the purchase of domestically manufactured equipment (“domestic equipment”), which is available to certain foreign investment projects ...
The State Administration of Foreign Exchange ("SAFE") issued the Notice on Adjusting the Policies on Foreign Exchange Control for Current Account Items on 14 April 2006. The Notice, which became effective on 1 May 2006, further relaxes foreign exchange control over current account items ...
The Ministry of Finance and State Intellectual Property Office jointly issued the Notice of on Several Issues Concerning Strengthening the Administration on Asset Valuation in Connection with Intellectual Property Rights on 19 April 2006. Mandatory valuation The Notice clarifies the circumstances in which an assets valuation of intellectual property rights (“IP rights”) is to be conducted ...
On May 19, 2006, Act No. 214/2006, Coll. was announced in the Collection of Laws, which amends Act No. 455/1991, Coll., the Trade Licensing Act, as amended, and certain other acts; this act became effective on August 1, 2006 ...
So-called black collective investmentThe legal regulation of collective investment was based on the fact the Collective Investment Act, similar to its predecessor, the Act on Investment Funds and Investment Companies, exclusively regulated the activities of investment funds and investment companies. The new amendment brings fundamental changes in this respect ...
On October 18th, 2006, the Quebec Court of Appeal rendered a much-awaited decision regarding class actions. In Bouchard v. Agropur Coopérative et al,(1) the province’s highest court was called upon to rule on the issue of whether, when there is a multiplicity of defendants, it is necessary that a legal relationship exist between the petitioner applying for authorization to bring a class action and each defendant ...
Assuming that a foreign court exercises the power to issue letters rogatory or to appoint a commission to examine a witness in Quebec and to ask him to produce some documents, how can that be carried out in Quebec and is there a «blocking statute» protecting some of the documents?The Special Procedure Act (R.S.Q. c. P-27)The Special Procedure Act, Division VI (the «S.P.A.») governs rogatory commissions within Quebec for the purposes of a foreign lawsuit ...
Within the European Union the issue of taking evidence in another member state has been regulated uniformly by the Council regulation (EC) No 1206/2001 of 28 May 2001 on cooperation between the courts of the Member States in the taking of evidence in civil or commercial matters. However some general rules relating to the procedure of taking evidence abroad were developed and established long before the adoption of the regulation ...
Section 15(a)(1) of the Securities Exchange Act of 1934 (the “Exchange Act”) provides that “it shall be unlawful for any broker or dealer which is . . . a person other than a natural person . . . to make use of the mails or any means or instrumentality of interstate commerce to effect any transactions in, or to induce or attempt to induce the purchase or sale of, any security… unless such broker or dealer is registered [with the SEC] ...
Before 1978, China's economic policies were mainly aimed at self-reliance. As a result, the country was virtually shut off from world economic developments. In 1978, China opened its doors to foreign investment with the goal of modernising its economy and raising the living standard of its people. The country has since established the necessary legislative basis for foreign investment and has actively sought to acquire modern foreign management and technical skills ...
On July 17, 2006, the Court of Appeal rendered a judgement concerning the duty of financial institutions making loans to inform and advise their clients.(1) This decision, written by Judge Jacques Chamberland, sheds further light on the obligations of group loan insurance policyholders. The facts In early June 1994, the Respondent, 9000-7048 Québec inc ...
On May 12, 2006, the Court of Appeal rendered a decision in a case involving the concept of intentional fault.(1) This judgement, written by Judge Louis Rochette, once again further complicates the idea of an intentional fault committed by an insured. I. The facts Assurances générales des Caisses Desjardins Inc. (referred to herein as “Desjardins”) insured Mr. Fournier’s property. In May 1999, Mr. Fournier committed suicide by setting his home on fire ...
WHAT IS CEPA? The Closer Economic Partnership Arrangement (“CEPA”) is a free trade agreement between Mainland China and Hong Kong that offers Hong Kong products, companies and residents preferential access to the Mainland market. Many of the preferences go beyond China’s WTO concessions. CEPA is not a closed agreement and both sides hold regular meetings on further concessions and the details for implementation ...
On June 29, 2006, the Supreme Court of Canada, in a decision written by Judges McLachlin and Abella, reinstated the judgment of the Supreme Court of British Columbia and set aside the $100,000 award for punitive damages of the Court of Appeal. At the same time, it upheld the judgment rendered by the two lower courts and condemned Sun Life to pay the insured $20,000 in compensatory damages for mental distress caused by the breach of the disability insurance contract ...
China has traditionally restricted foreign investment in the retail and wholesale sectors with the aim of nurturing strong domestic players before their foreign counterparts would be allowed into the country. Since becoming a member of the World Trade Organisation, China has gradually opened up its distribution sector to foreign investment ...
The Ministry of Commerce (“MOFCOM”), the China Securities Regulatory Commission, the State Administration of Taxation, the State Administration for Industry and Commerce and the State Administration of Foreign Exchange jointly promulgated the Measures for the Administration of Strategic Investment of Foreign Investors in Listed Companies on 31 December 2005 ...
