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Companies going public in Germany need to watch what they say in their offering documents. By Herbert Harrer and Ulli Janssen of Linklaters Oppenhoff & Rädler

The City Council of Bogotá has issued Act 65 of 2002 (Acuerdo 65 de 2002) by means of which it has passed an industry and commerce tax reform. The Act includes reforms related to taxpayers, taxable base, tax withholdings, and an increase in the applicable rates that had been proposed by the city mayor since last year. The most relevant aspects of the reform are outlined below.

In Canada, mergers and acquisitions tend to be negotiated and friendly. One of the reasons for this is that many Canadian public and private corporations have one or more major shareholders whose support is essential for an acquisition to succeed.

Saudi Arabia's growing need for reliable sources of power and desalinated water has led the Kingdom to explore private investment in this sector, perhaps as early as October 2002.

The Turkish Parliament enacted Law No 4632 on Individual Private Pension and Investment Systems on April 7 2001, and this came into effect on October 8 2001, paving the way for the establishment and operation of pension companies and investment funds, individual private pension systems and individual private pension intermediaries.

Nick Ferguson reports on the strategies followed by international firms in Singapore since the country’s joint venture experiment hit trouble

Proposed amendments to the Toronto Stock Exchange (TSX) corporate governance guidelines were recently published in response to the Saucier Report on corporate governance in Canada. Unlike the New York Stock Exchange (NYSE), the TSX does not have corporate governance listing standards. Instead, TSX companies are required to disclose their corporate governance system on an annual basis and, where the system differs from the TSX guidelines, to disclose the reasons for the difference.

The Australian Takeovers Panel recently declared a break fee to be unacceptable. The break fee was payable in shares, giving the offeror (Rexadis) the right to acquire a substantial interest in the target company (Ballarat Goldfields) if the shareholders rejected a proposal for Rexadis to buy assets of the company. The Rexadis proposal was one of three competing proposals for the future of Ballarat Goldfields. The Panel considered the break fee was likely to have a coercive effect on shareholders when considering the proposals. A rejection of the Rexadis proposal by shareholders could have diluted shareholdings. The Panel thought it was in the shareholders' best interests to be able to make an unfettered choice on the proposals.

By Thomas Williams

New rules that open China's fund management and securities industries to foreign investment do not remove all barriers to overseas banks. Nicholas Howson and Lester Ross of Paul, Weiss, Rifkind, Wharton & Garrison report