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Yoshihisa Watanabe The amendment to the Real Estate Specified Joint Enterprise Act (Act) took effect on December 20 2013. According to a survey conducted by the government, while the value of securitised real estate acquired in 2012 by vehicles established for a securitisation purpose (Vehicles) was estimated at approximately JPY 3.3 trillion ($32.5 billion), the value of the assets acquired by Vehicles established under the Act was only JPY 0.16 trillion (4.8%). This compares to JPY 1.55 trillion for Japanese real-estate investment trusts (Jreits) plus other major tax-efficient structures known to overseas investors such as the GK-TK, GK-YK structure and the like (JPY 1 trillion) and TMK structure (approximately JPY 0.64 trillion). Based on these numbers, it is obvious that Vehicles under the Act have not been widely used so far. It had been considered that the major reason for this was the Act's permission system and the strict requirements for obtaining permission from the government (for example, a Vehicle had to have a licence under the Building Lots and Building Transaction Business Act and the capital amount of a Vehicle had to be JPY 100 million or more). Practically speaking, only major real-estate companies could be Vehicles under the Act. However, this meant that investors in Vehicles under the Act suffered from the business risks that arose from other businesses that were conducted by such companies. As a result, investors, especially overseas investors, tended to refrain from investing in Vehicles under the Act. However, nowadays Japan faces an increase in dilapidated buildings, particularly in rural areas, and enhanced earthquake safety is required in relation to old buildings. To introduce more funds from overseas and the domestic private sector for the rehabilitation and renovation of such buildings, it came to be believed that the easing of the requirements of the Act was needed. The major point of the current amendment to the Act is to replace the permission system with a notification system and, under a given set of conditions, allow special purpose vehicles (sole purpose companies) which are assured of bankruptcy remoteness, to be Vehicles under the Act. It is expected that investment from overseas and the domestic private sector in the rehabilitation and renovation of buildings will, as a result, be stimulated. Yoshihisa Watanabe

Last month’s Delaware court ruling could provide boards with a significant tool to defend against activist hedge funds

Mark Griffiths, Norton Rose Fulbright The past four weeks have been relatively quiet across the Middle East region with one notable exception. KING & SPALDING welcomed back a familiar face, recruiting Iraqi outfit Confluent Law Group's managing partner Zaid Al-Farisi. A former counsel in the US firm's New York and Riyadh offices, Al-Farisi will join the finance practice working across the Dubai and Riyadh offices. In South Africa, NORTON ROSE FULBRIGHT recruited Barclays Africa Group in-house counsel Mark Griffiths for its competition practice. CLYDE & CO has announced it will enter the market with offices in Johannesburg and Cape Town. The confirmed team includes five lawyers from Linklaters ally Webber Wentzel, though there are plans to increase this figure prior to launch. Initially the focus of the work will be dispute resolution and insurance but there are plans to expand this practice to include trade and infrastructure.

Azleen Mohammed Saleh The central bank of Malaysia, Bank Negara Malaysia (BNM), issued an updated Capital Adequacy Framework for Islamic banks (capital components) on November 28 2012, which took effect on January 1 2013 (Framework). The Framework will be in line with the international standards on capital adequacy promulgated by the Basel Committee on Banking Supervision and the revised Basel Capital Accord. Although the Framework took effect on January 1 2013, there are certain requirements that are subject to transition arrangements, including the minimum capital adequacy requirements and the capital buffer requirements. These will only take full effect on January 1 2015 and in 2019 respectively.

Borys D Sawicki The relative positions of bank and borrower are not equal. Typically, the bank enjoys a privileged position, being entitled to unilaterally affecting the legal relationship created by a loan agreement by terminating it in the event of a termination prerequisite. Under the applicable provisions of the Polish Banking Law, if the borrower fails to comply with the conditions of granting the loan or loses their creditworthiness, the bank may reduce the amount of the loan or terminate the loan agreement. However, it would seem reasonable to require banks not to stick to the literal wording of the above-mentioned provision of the Banking Law, but rather look at the purpose of the regulation, which serves as a tool for the safe management of credit risk, allowing for the maintenance of the bank's financial liquidity.

Rodrigo Taboada On September 20 2013, the Superintendence of Banks of Nicaragua approved the Regulation for the Transparency of Financial Operations. The Regulation aims to promote the disclosure of accurate financial terms to users of financial services, allowing them to make a knowledgeable choice between financial alternatives and financial institutions. This also includes insurance services and insurance companies.

Anna Cristina Valdes In 2010, the Republic of Panama added to its Tax Code a new chapter regarding the adequacy of double tax conventions for the avoidance of double taxation. The arm's length principle was defined, as well as the term related parties, and the scope of application of transfer pricing in the Republic of Panama. Operations realised by Panamanian tax-payers with related parties will be valued according to the arm's length principle. In other words, ordinary as well as extraordinary income, costs and necessary deductions to realise operations should be determined based on the price and amount agreed by independent parties under similar circumstances.

A three-judge panel of the Mauritian Supreme Court handed down a judgment in Cruz City 1 Mauritius Holdings v Unitech and another 2014 SCJ 100. This is the first reported decision by a panel of so-called designated judges appointed to decide matters relating to international arbitration.

Laura Widmer Until recently, Switzerland's regime for social plans was rather liberal. No obligation to conclude a social plan existed unless one was foreseen in a collective employment agreement. If companies offered severance payments or other benefits in case of redundancies, they usually did so on a purely voluntary and fully discretionary basis. Since January 2014, the amended Swiss restructuring law has been in force and the situation has changed. As a compensatory measure for loosening the legal requirements for the transfer of insolvent businesses, the new rules introduced a duty to implement a social plan in case of mass dismissals. Employers are now required to negotiate a social plan if the criteria summarised below are met.

Daniel Futej Rudolf Sivák A new legislative proposal which restricts the acquisition of agricultural land in Slovakia by foreign persons was submitted to the Slovak Parliament. Even though it has not been approved yet (it is a governmental draft and the government has majority in Parliament), it does deserve attention. As of May 1 2014, a limitation on the acquisition of agricultural land by foreign natural persons from EU states no longer applies. In this respect, the Slovak Government prepared a draft with the aim of regulating the acquisition of agricultural land. The new legislation will ensure that agricultural land is acquired for agricultural purposes and not as speculative purchases.