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On October 11 2001, the House of Lords handed down judgment on eight appeals relating to claims by banks for possession of marital homes under mortgage. In each case the security was granted by a wife to secure her husband's debts. The wives were claiming that the security was unenforceable because they had signed under the undue influence of their husbands.

In a recent decision, the Ontario Securities Commission(OSC) "killed the pill" put in place by coffee shop chain Second Cup to block the hostile takeover bid by Cara Operations.

A provision of the Bank of Italy dated November 31 2002 has finally set out rules for authorization to trade in units of common investment funds not established pursuant to the relevant EU regulation (including Directive 85/611/EEC relating to undertakings for collective investment in transferable securities, the so-called UCITS Directive). These are referred to as non-harmonized funds.

Shares of companies listed on the Athens Stock Exchange are held with the Central Securities Depository (CSD) in book entry form. At the same time a direct registration system is in effect, according to which shares are recorded in the ultimate investor's name. No provisions or market practice exist to allow for omnibus accounts and settlement occurs at the final investor level. Transfers between investors are possible only through a market transaction, as off-exchange transfers are subject to various restrictions. This situation is creating problems with international broker-dealers effecting transactions on behalf of their clients, in the event of mistakes in the allocation of shares bought or other situations when a change is necessary in the way stock holdings have been recorded.

In the August issue of IFLR, our article contained an omission that we would like to amend. Where the article read: "as such the Portuguese Securities Market Commission holds that, considering that until the options are exercised there is no obligation on the part of the employee, there is no reason (...) to extend protection (...) to the employee in his capacity as beneficiary of the option, prematurely, as long as he remains the recipient of a (potential) future stock option". It should have read: "as such the Portuguese Securities Market Commission sustains that, considering that until the options are exercised there is no obligation on the part of the employee, there is no reason (...) to extend protection (...) to the employee in his capacity as beneficiary of the option, prematurely, as long as he remains the recipient of a (potential) future stock offer".

In May 2001, the government of India allowed 100% Indian private sector participation and 26% foreign direct investment (FDI) (including investment by non-resident Indians (NRIs) and overseas corporate bodies (OCBs)) in the defence industry, subject to licensing. On January 4 2002, the government announced guidelines for the granting of licences for production of arms and ammunitions. Under the guidelines, licences for the production of arms and ammunitions to an Indian company or partnership firm will be granted by the Department of Industrial Policy & Promotion, Ministry of Commerce and Industry, in consultation with the Ministry of Defence (MoD). The guidelines require the management of the applicant company to be in Indian hands together with majority representation on the board. The chief executive of the company must also be an Indian resident. A three-year lock-in period is imposed for transfer of equity from one foreign investor to another foreign investor (including NRIs and OCBs with 60% or more NRI shareholding) and such transfer would be subject to prior approval of the government and the Foreign Investment Promotion Board.

The trend to mould the Commercial Code of Japan to business needs continues. From April 1 2002, amendments to the Commercial Code will dramatically relax the restrictions on voting rights of shareholders of Japanese joint-stock companies (kabushiki kaisha).

On December 19 2001 the Finnish Association of Securities Dealers, the Finnish Association of Mutual Funds, the Financial Supervision Authority, the Finnish Shareholders' Association and the Finnish Bankers' Association agreed to set up a Securities Committee to settle disputes, issue recommendations and handle other issues concerning securities trading.

While the EU prevaricates about key areas of corporate and capital markets legislation, France has been pushing to reform its domestic rules to free itself of old fashioned restrictions. Thomas Williams reports on the progress made, that still to come and how lawyers are making the most of the new rules

"If you don't maximize due diligence regardless of what is going on in the market, you haven't been doing your job properly"