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John White, SEC The SEC appointed Cravath Swaine & Moore partner John White as its new director of the corporation finance division. White takes over as director, one of the most important positions at the SEC, from Alan Beller, who over the last four years has helped lead the regulator through some of the most important reforms since its inception in the 1930s. According to the SEC, White will start by focusing on its proposals regarding the deregistration of foreign issuers, improving the online corporate proxy process and increasing disclosure of executive compensation. In private practice, White has advised on a range of corporate financings, including many IPOs, and has been sought after for his corporate governance advice. His appointment marks the latest in a series of senior posts to be filled at the SEC after a wave of high-profile departures in recent months. White starts work on March 20.

An efficient bankruptcy procedure is a feature of a developed economy. In the US, about 1.5 million bankruptcies occur each year and around 6000 in Austria. These economies rely heavily on undertaking risk and on vigorous consumption. A fast and forgiving bankruptcy procedure keeps entrepreneurs and consumers active and provides balance. Fewer companies in transitioning and developing countries are put into bankruptcy but this is not unexpected, considering that bankruptcy procedures in such countries are usually complex and too expensive for creditors or companies to take on. It is telling that more companies go into bankruptcy in Belgium than in all of Latin America.

Seth Aronson, Robert Stern and Michael Walsh argue that US courts have been right to bar shareholder derivative claims for CEO disgorgement under Sarbanes-Oxley

Clifford Chance, Linklaters, and Shearman & Sterling lead winners

A consortium of Spanish banks issued a European medium-term note (EMTN) programme valued at €3 billion. The transaction, which is compliant with the EU Prospectus Directive and Spanish corporate requirements, is one of the first EMTN programmes listed on the regulated market of the Luxembourg Stock Exchange.

Under Hungarian capital markets law, the mechanics of public takeover offers work under the general principle of priorly made offers. This concept raises several unanswered issues in practice.

In December 2005, a consortium of five international private equity firms backed a €10 billion solicited public tender offer for all shares in the Danish telecom provider TDC A/S. TDC is listed on the Copenhagen Stock Exchange and also on NYSE.

On February 9 2006, the Presidential Decree of the Corporate Income Tax Law was promulgated. It contains specific procedures relating to obtaining prior approval and refunds of withholding tax with respect to Anti-Tax-Haven Rules. A person wishing to obtain prior approval must submit an application together with: (i) a certificate of residence; (ii) copies of the certificate of incorporation and the articles of incorporation; (iii) names and addresses of directors; (iv) details and shareholding of shareholders; (v) number of employees and description of business; (vi) an explanatory note regarding economic or business motives for making the investment; (vii) the method of financing the investment; (viii) distribution details or plan after receipt of Korean-sourced income; and (ix) income tax applications submitted to the relevant tax authority in the jurisdiction of its incorporation, audit reports and financial statements for the past three years. The National Tax Service must notify of its approval or disapproval within three months from the date of receipt of the application.

State-owned enterprises (SOEs) in Indonesia are governed by Law 19/2003. Pursuant to Article 93 of this Law, as of June 19 2005 there will only be two forms of state-owned enterprises: SOEs in the form of a limited liability company, known as persero, and SOEs in the form of a general company, known as perum. The Article requires that all utility companies, or perjan, must be transformed into persero or perum by this date.

China's newly amended Securities Law, which took effect in January 2006, has modified provisions that relate to disclosure liabilities. The new Securities Law introduces a sliding scale of liability for three separate classes of defendants when a required disclosure document contains untrue statements or omissions of material fact.