Local Insights

After ratification of the first sustainable investment facilitation agreement, between the EU and Angola, Carla Gonçalves Borges, Mariana França Gouveia, and Assunção Cristas of Vieira de Almeida analyse ESG considerations in African states’ investment treaties

ESG considerations are becoming an increasingly important factor in investment decisions in Ghana. Lady-Ann Essuman, Ewurama Osam Tawiah, and Verissa Odame-Koranteng of VINT & Aletheia, Attorneys and Consultants explain why, and how, the new reality should be embraced

As the financial services ecosystem in Nigeria continues its rapid development, DealHQ Partners provides a guide to the latest regulatory initiative regarding contactless payments

Hiroko Shibata, Nishimura & Asahi

Myoung Jae Chung, Sungjin Kim, and Byung Kyu Cho of Kim & Chang analyse South Korea’s proposed mandatory tender offer rule, assessing its potential implications for minority shareholder protection, market activity, and legislative developments

Belmiro Leong and Kimberley Cheong of Riquito Advogados urge companies to review their policies on reporting profits tax as Macau SAR introduces new rules aligned with international transfer pricing standards

Distressed companies are those facing financial crises not resolvable without a considerable recasting of the firm's operations, structures and finance. This can be brought about through a company's failure to make a substantial payment of principal or interest to a creditor. Distress can also be seen in terms of financial ratios, for example in terms of liquidity and longer-term solvency. The basic and most prevalent forms of corporate distress assessment are the cash flow and the balance sheet tests, which apply both to going concern and break up (insolvency) valuation. In terms of break up valuation, under the cash flow test, a company is insolvent when it is unable to pay its debts as they fall due. Under the balance sheet test, the entity is insolvent if the book value of its assets, as listed on the conventional balance sheet, is less than its reported liabilities. The notions of asset exchangeability/liquidity and time prospect of sale are of great importance, particularly for the balance sheet test, as the latter includes the assessment of assets' value, by definition (UK Insolvency Act, 1986, 123 [2]). In this article, we first present the international/UK insight and, then, the Cyprus position on the matter.

Like most financial engineering techniques, securitisation is not without risk. The complexity inherent in securitisation can impair investors' ability to monitor risk, and competitive securitisation markets are prone to sharp declines in underwriting standards. Furthermore, off-balance sheet accounting treatment for securitisations coupled with guarantees from the issuer can make it challenging to assess exposures, encouraging issuers to take on excessive credit risk. Even the most ardent advocates of securitisation would accept that securitisation played an important role in the US subprime mortgage crisis that led to the global financial crisis of 2008.

The special act requiring entities that do business with the government to register in a special register of public sector partners (the register) – and to disclose their beneficial owners – has been in force in Slovakia for almost two and a half years. It is known informally as the anti-shell company act. This act was so innovative that it was only a matter of time before the sponsor of the act – the government of the Slovak Republic – would prepare a substantial amendment. Such an amendment was passed on June 27 2019.

Decreased availability and increased costs of funding have altered the behaviour of borrowers and lenders in the Peruvian leveraged finance market. Thomas Thorndike of Garrigues highlights the main themes and considers the outlook

Rita de la Guardia and Patricia Cordero, Alemán, Cordero, Galindo & Lee

Jaime Trujillo Caicedo, Alexandra Montealegre and María Camila Vargas, Baker McKenzie

Simone Del Nevo and Rahul Sud, ASAR – Al Ruwayeh & Partners

Ezekiel Tuma, John Cunha, and Luis Cunha, ASAR – Al Ruwayeh & Partners

Ragy Soliman, Ahmed Abdelgawad, and Ibrahim ElGengehy, Adsero – Ragy Soliman & Partners

Robert Katz and Charles Ruck, Latham & Watkins

Robert M Katz and Charles Ruck, Latham & Watkins

More US buyers – and more buyer-friendly deal terms – are entering the seller-friendly UK market, although the picture is increasingly nuanced, say Joshua M. Dubofsky, Sam Newhouse, Jennifer N. Cadet, and Catherine Campbell