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  • Samantha Gallagher, Arnold & Porter The announced dissolution of Heenan Blaikie is significant on many levels. Aside from being the biggest collapse in Canada's legal market, it may also point to severely limited restructuring options for other large law firms that see their profits dwindle. Moreover, it has flooded the Canadian legal market with professionals in many different practice areas looking for a new platform. One of the firms to benefit is MCCARTHY TÉTRAULT, which picked up Frederico Marques, a Brazilian-qualified lawyer who acts as a foreign legal consultant in Canada. Before joining Heenan, Marques worked in-house at Vale, Brasil Telecom and Odebrecht, applying his expertise in M&A, joint ventures and financing transactions in the mining and infrastructure sectors.
  • In 2010, the US Congress adopted the Hiring Incentives to Restore Employment (Hire) Act which imposed US withholding tax on dividend equivalents embedded in certain cross-border equity swaps that are paid by US persons to foreign counterparties. At the same time, Congress gave the US Treasury authority to expand the scope of the Hire Act US withholding tax rules to other equity derivative instruments. Since then, the Treasury Department has floated a number of proposals to do just that; however, none of the proposals have had much traction. On December 5 2013, the Internal Revenue Service (IRS) proposed a wholly new approach and issued new proposed regulations under the Internal Revenue Code to expand the US withholding tax rules to dividend equivalents on derivatives, including forwards, options, and structured notes. Most surprisingly, the Treasury put a date on the proposed rules: if finally adopted, they will apply from 2016 to payments on certain equity-linked instruments (ELIs) acquired on or after March 5 2014.
  • Katia Merlini, Hogan Lovells Mid-January to mid-February saw a flurry of moves between firms in Paris, several involving Dentons. Among them was the departure of the former Sonier & Associés restructuring and insolvency duo Gabriel Sonier and Caroline Texier. Having left their original boutique to join Salans in 2011, the pair has now made for GIDE LOYRETTE NOUEL. The hire fills a gap at Gide following the loss of department head Oliver Puech to Bredin Prat. Dentons also lost corporate partner Johannes Jonas (also originally from Salans) to mid-sized US firm COHEN & GRESSER, which made the hire to help launch its Paris office. Jonas has an international background, having previously worked with Bruckhaus Westrick Stegemann and Cleary Gottlieb Steen & Hamilton in Germany, the US and France. The launch creates the firm's third office after New York and Seoul.
  • The lighter side of the past month in the world of financial law
  • In Europe, the pace, complexity and interconnectedness of post-crisis regulation continues. New regimes stack on top of old, blocking out the lights of 100 in-house office windows. Directives are replaced and contradicted; domestic interpretations confuse EU regimes; integration with Dodd-Frank looms on the horizon.
  • The ABS market’s return in the US features a healthy dose of caution. But growing confidence and the appearance of new structures begs the question: have we been here before?
  • Carlos Fradique-Mendez Luis Gabriel Morcillo During 2013, the Colombian Government enacted several regulations simplifying private equity and venture capital (PE/VC) funds' legal framework, providing legal stability and confidence to local and foreign investors (including foreign funds). As of June 2013, local funds may be structured with different participation units reflecting variable fees, preferred returns, or investor types, and which should be now placed in the custody of independent trust companies, following international trends on the protection of funds' interests. A significant reform was the introduction of a new category of investment funds focused on real estate assets, which should now be managed through a regulated management structure that permits large numbers of real estate properties to be exploited through these types of funds. At the same time, one concern remains relating to the issuance of Decree 1848 of 2013, which modified tax withholding rules on the distribution of PE/VC funds. However, the Colombian private equity industry relies on some structured competitive advantages that attract foreign investment, such as treating carried interest as a capital gain and not as ordinary income commonly subject to a tax rate of 10%, or that the fund itself is not subject to income tax (the transparency principle). Decree 1848 introduced a specific methodology that must be applied by the local fund's administrator when determining the portion of the corresponding distribution that is subject to withholding tax.
  • Recently announced EU reforms introduce yet another set of compliance considerations for traders, and the possibility of greater regulatory intervention
  • Nao Ohira The Financial Services Agency of Japan published proposed amendments (the Amendments) and started to accept public comments, to ordinances and other legislation relating to the Money Lending Business Act, on January 27 2014. The purpose of the Amendments is to exclude (under certain conditions) restrictions imposed by the Money Lending Business Act (the Regulations) in cases where a company makes a loan to another company belonging to the same group, and also in cases where an investor who owns shares in a joint venture business makes a loan to such business. Under the Money Lending Business Act, a person who intends to engage in a money lending business must be registered with the relevant government authority, satisfy strict conditions and abide by various regulations.
  • Pedro Cortés Marta Mourão Teixeira On January 14 2014, the Macau Monetary Authority reported that, according to the 2014 Report on the Index of Economic Freedom (the Index) drawn by the Heritage Foundation, the Macau Special Administrative Region (SAR) takes 29th place amongst the 178 ranked global economic systems, as well as seventh place out of 42 countries in the Asia-Pacific region, right after Hong Kong, Singapore, Australia, New Zealand, Chinese Taiwan and Japan. The score awarded to Macau's economic freedom is 71.3. Its overall score is quite higher than both world and regional averages.