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Foreign investment enterprises in the project finance field must now seek the same foreign exchange authorizations as domestic entities. By Edward Turner and Edward Lam of Shearman & Sterling, Hong Kong and London

On March 1 1998, the amendments to the 1989 EU Merger Regulation entered into force. For the details of the new regime see International Financial Law Review, June 1997, page 53.

Colombian companies are increasingly looking forward to expanding their capacity into new markets and increasing their local capacity. The merger of companies is a useful instrument to enhance this capacity.

On October 3 1997 a new Public Trading in Securities Act was published, which took effect on January 4 1998. The Act replaces the Securities Trading Act of 1991. The new Act provides, among other things, for a more detailed regulation of the field of derivatives transactions.

Spain recently approved rules to reduce the risks derived from the insolvency of any of the parties involved in financial operations in relation to derivative instruments. In the event of the accelerated maturity of the balances resulting from these operations, the netting of the balances is now allowed.

On December 11 1997, the ordinary shareholders' meeting of Borsa Italiana SpA, the company to which the organization and management of the Italian regulated markets of financial instruments has been attributed, adopted the regulation aimed at governing the markets, so implementing Article 47 of Legislative Decree No. 415 of July 23 1996.

In June 1998, a completely new version of the Act on Company Law Act No. 144/1997 (1997 CXLIV tv a gazdasági társaságokról) will take effect, replacing the old Act No.6/1988. The changes are partly formal, but also of a substantive nature. The new law contains a longer general part, while the special parts are leaner because the repetitive sections on individual company forms have been moved forward into the general part.

On March 11, South Africa further liberalized exchange controls. Most of the changes were effective on announcement.

Nippon Telegraph and Telephone Corporation (NTT), the largest provider of telecommunications services in Japan, has completed a US$1 billion SEC-registered global note offering, part of a trend by Japanese corporate issuers to borrow in the international market, rather than from Japanese banks or in the Japanese domestic bond market. The transaction is the first global note offering by NTT and the second recent SEC-registered global note offering by a Japanese issuer. Goldman Sachs and Morgan Stanley Dean Witter acted as global coordinators on the deal advised by Sullivan & Cromwell.

Melia Inversiones Americanas (MIA), a Dutch company owning hotels in Latin America and the Caribbean, has been floated in a US$163.8 million international offering. The shares were offered to Spanish retail and institutional investors and to US institutions though a private placement. US firm Brown & Wood advised on New York and English law with Spanish law advice from Cuatrecasas. The shares, placed in the US through Rule 144A American Depositary Shares, were the first non-Spanish stock to be listed on the stock exchanges in Madrid, Barcelona, Valencia and Bilbao. A depositary system has been implemented to allow the bearer shares of MIA to be represented by electronic book entries in Spain (anotaciones en cuenta). The system is designed to satisfy both Spanish law relating to registered securities and the requirements of Dutch law on the transfer of bearer shares. Stibbe, Simont, Monahan, Duhot advised on Dutch aspects.