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On November 1 1997, the Investment Fund Ordinance was amended to include an Institutional Investor's Exemption for foreign investment funds. The amendment states, provided there is no public solicitation, non-registered foreign investment funds may be offered and sold in Switzerland to institutional investors with professional treasury, such as banks, insurance companies and pension funds. The limitation to investors with professional treasury does not exclude institutional investors, which have outsourced the treasury department to a bank or the like.

Under Legislative Decree No. 239 of April 1 1996, payments of interest and any other proceeds from bonds issued by banks or companies whose shares are listed on Italian regulated markets, are not subject to withholding or deduction. Under the Decree, payments are made to a legal entity resident in Italy (with certain exclusions) or to non-Italian-resident legal entities/individuals.

In December 1997, the Ministry of Finance released its draft for a government bill on flagging rules. The draft proposal included, among other things, amendments to the thresholds triggering the flagging obligation.

US firm Latham & Watkins has established an office in Singapore. US qualified lawyer Joe Bevash moves from Hong Kong to head the office, which will initially be staffed by five lawyers. The office, which opened on December 16, will specialize in project finance.

Mercury Asset Management, the UK's leading fund management company, has agreed a £3.1 billion (US$5.2 billion) cash offer from US investment bank Merrill Lynch. UK firms Freshfields and Allen & Overy are advising on the deal.

James Hurlock, White & Case: "Similar arguments [in favour of mergers] would apply in other European countries. We are considering our options and other firms have approached us"

Coudert Brothers and Ernst & Young have recently entered the Canadian legal market. Most Canadian lawyers expect other US law firms or professional services firms to follow their example, and are reviewing their position. Paul Lee reports

Bank branches are the basic way for foreign banks to operate in China. This is an explanation of the complex application and licensing process. By Philip Gilligan and Steven Blayney of White & Case, Hong Kong

An October Decree removes many of the disadvantages of France's FCCs as securitization vehicles. The reform should boost the French and the European securitization markets. By Richard Parolai and Jonathan Lewis of Clifford Chance, Paris

The Commissioner responsible for the single market, Mario Monti, put forward a revised draft of the proposal for a 13th Company Law Directive on conduct during takeover bids. The new draft takes on most of the concerns of the European Parliament, the Economic and Social Committee and other interested parties. It entitles employees of target companies to be informed once a bid is made public and to receive a copy of the offer document.