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Rules requiring companies to report Gaap equivalents to their non-Gaap numbers could bury useful information among confusing detail and discourage management from providing certain data in SEC filings. It may be investors who suffer, says David Bernstein, of Clifford Chance, New York

Proposals in Japan to allow the use of foreign company shares in stock-for-stock deals with domestic entities are likely to fail because the government will not remove prohibitive tax burdens. Philip Quirk, head of legal at Morgan Stanley in Japan, reviews the developments

Seven months after Sarbanes-Oxley was passed, Jay Clayton, Richard Morrissey and Jack Bostelman of Sullivan & Cromwell look at how the SEC has addressed some of the concerns of non-US issuers affected by its new rules

The Swiss Federal Banking Commission (SFBC) has issued an Ordinance concerning the Prevention of Money Laundering (December 18 2002). The Ordinance introduces stricter due diligence obligations in the case of higher risk business relationships. But in all other business relationships the standard identification procedure still prevails as contained in the revised Due Diligence Agreement (CDB 03) published by the Swiss Bankers Association on January 17 2003 (see www.swissbanking.org). The content of the Ordinance is similar to its draft version, released last summer and already summarized in IFLR (November 2002, Vol. XXI 11, p63). This report pinpoints three of the most significant changes between the draft and the final version and briefly presents the implementation schedule financial intermediaries must comply with.

The recently enacted German Transparency and Disclosure Act has amended section 161 of the German Stock Corporation Act to provide, among other things, that German publicly listed companies must either comply with the German Corporate Governance Code (Deutscher Corporate Governance Kodex), as promulgated by the German Federal Ministry of Justice in November 2002, or explain why they will not be complying with the recommendations of the Code. As stated in its preamble, the purpose of the Code is both to restate existing statutory rules on the management and supervision of German publicly listed companies and to codify international and German best practices. It is intended to provide transparency and accountability to the German corporate governance system and foster the confidence of foreign and domestic investors as well as customers, employees and the general public in the management and supervision of German publicly listed companies.

A recent computer virus attack on servers that direct traffic on the internet hit Korea especially hard. One reason is that Korea is one of the countries in the world that uses the internet the most, with 70% of the population plugged into the web. In the wake of the attack that crippled internet access over one weekend, a Korean civic group is preparing to file a lawsuit. This may be a good time for many IT-related companies to take a close look at their rights and obligations under the relevant Korean statutes.

The creation of a flexible security structure has enabled Indian company Bharti Tele-Ventures to tie-up international funding of $315 million - one of the largest-ever deals in the country's telecoms sector.

The French stock market regulator will decide next month whether or not to overturn its temporary ban on mandatory convertibles.

To the relief of companies financed by public debt, a UK judge has thrown out a vulture fund's attempt to drive a healthy business into administration and divide the spoils. William Underhill and Jonathan Cotton of Slaughter and May explain how the case was fought and won

Freshfields Bruckhaus Deringer has advised on Germany's first synthetic lease receivables securitization.