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Corporate governance has never been as important as it is now. The headlines from financial scandals may be fading for the moment, but the reforms that emerged in response to corporate malpractice remain. The need for good advice has grown quickly as public companies get used to their new burdens of responsibility. As jurisdictions such as the US set the trend for restructuring the ways that corporations can function, the ripple effect has seen dozens of other countries revamp their own corporate governance requirements.

Deutsche Börse's failed bid to take over the London Stock Exchange is an example of how not to win the confidence of shareholders. Here Stilpon Nestor of Nestor Advisors draws nine lessons from the story

Calyon and Morgan Stanley acted as lead arrangers and underwriters on a €7.9 billion ($9.6 billion) debt facility for Suez. The facility is being used to part-fund Suez's €11 billion offer for a stake in Belgian utility Electrabel. The banks also led a €2.3 billion rights issue by Suez as part of the financing. Freshfields Bruckhaus Deringer advised the banks. Linklaters acted for Suez with Weil Gotshal & Manges providing French law advice. Eubelius was Belgian law counsel to Electrabel.

Richard Fleck, Malcolm Lombers, Lindsay Robertson and Ian Brown explain some of the practical issues when structuring a consortium bid

Constantine Lambadarios and Melina Katsimi of Lambadarios and Associates outline the principles of corporate governance established by Law 3016/2002 in Greece

The recent Toys 'R' Us ruling in Delaware gives clearer standards of care to directors who auction their companies. By Toby Myerson and Didier Malaquin

Diogo Ortigão Ramos and António Rocha Mendes of Gonçalves Pereira, Castelo Branco & Associados highlight the advantages of maintaining the acquisition vehicle and the target as separate entities after a leveraged acquisition

The cost and delays involved in litigating in the state courts are leading many in the Portuguese market to consider arbitration instead. By Pedro Metello de Nápoles and Inês Gomes da Cruz of PLMJ

For about 10 years now, Indonesian corporations have been issuing bonds and other debt instruments by using the internationally known special purpose vehicle (SPV) structure to make the process more effective and cost efficient. The parent company of the SPV would issue a guarantee for the instrument and would make payments to the SPV in consideration for the funds derived from issuing the instrument. In other words, the SPV lends the money to its parent company in exchange for the guarantee and repayments from the parent, which will ultimately be used to pay principal and interest/coupon to the holders. The use of an SPV was necessary to achieve at least two goals: