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In Opinion Number 09-04, dated February 16 2009, the Office of the General Counsel of the Securities and Exchange Commission ruled that whether or not a securities offering is public (and, therefore, must comply with the registration requirements under the Securities Regulation Code or SRC) depends on the surrounding circumstances. The test, according to the Opinion should be: "Is there a sufficient subsisting connection between the company or the person making the offer and the persons to whom the offer is made as friends, customers, or co-adventurers or are the persons mere outsiders? If they are mere outsiders the offer is made to the public, and in such case the fact that the offer is made to a limited class, for example to the members of a single company (not being the company offering its shares), or to the members of a few companies, or to the members of a particular profession, or to the investors in a particular class of companies, does not make it less an offer to the public."

The system of internal control over financial reporting in Japan under the Financial Instruments and Exchange Act (FIEA) was implemented as of the fiscal year starting on April 1 2008. Under this system, executive officers of listed companies are obligated to evaluate their company's internal control over financial reporting and to file the results of such evaluation in the form of an internal audit report with the Financial Services Agency (FSA). In this report, executive officers should state material weakness if they judge any material weakness exists in the company's internal control over financial reporting. The report should also be audited by outside accounting auditors before being filed with the FSA. Since most Japanese companies have a fiscal year that ends in March, June 2009 will be the first time most companies file such a report.

Early this year, HSBC predicted that 2009 may be a "difficult year" for Vietnam's stock market. In contrast, Ernst & Young's Global Megatrends 2009 reported that "economic power is moving from developed to emerging economies". It also identified countries as diverse as Egypt, Iran and Vietnam as having the potential and conditions to rival Brazil, Russia, India and China. With this backdrop, there is greater possibility that 2009 may be a good year for Vietnam. One of the leading securities company in Vietnam, Thang Long Securities Company reported early this year that Vietnam's securities market may be considered "attractive in the context of low price-earnings ratio and low market capitalisation on GDP." If investors grab the opportunity to invest in Vietnamese stocks given the current low price-earnings ratio and eventually sell at high prices, then Vietnam can be considered a good market for investment in 2009.

In response to the letters of the European Commission in January 2008 and September 2008 underlining the failure of the Romanian Government and Parliament to implement some of the provisions of the relevant European consumer protection directives, and considering the fact that the European Commission began scrutiny of Romanian consumer protection legislation, the Government of Romania enacted Government Emergency Ordinance 174/2008 amending and supplementing the relevant consumer protection legislation (GEO 174/2008).

Further to the 2008 European Central Bank's (ECB) biennial review of its risk control measures for Eurosystem credit operations, banks tapping the European Central Bank to raise liquidity by borrowing central bank funds are now required to post more collateral.

Insolvency legislation and other laws affecting creditor's rights are a bit like safety features on a car – whilst everyone acknowledges the need for them, the hope is not to see them put into practice.

Including pioneering advice in equity, restructuring and private equity

Firms deserve awards for things other than legal innovation. Here IFLR rewards the firms, communications teams and individuals that made everything a little more pleasant

Including the best work in debt and equity-linked, structured finance and M&A

The next wave of recapitalisations will be preferred shares rather than subordinated notes, to increase core capital