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IFLR1000’s 2014 rankings identify the law firms shaping the most exciting M&A markets

Elias Neocleous Law 196(I)/2012 regulating companies providing administrative services and related matters, (the ASP Law), which established a licensing and supervision regime for providers of corporate and fiduciary services and transposed the provisions of Directive 2005/60/EC into national law, has been amended. It will now provide for registers of trusts subject to Cyprus law to be maintained by the three bodies responsible for supervising service providers, namely the Cyprus Securities and Exchange Commission (CySEC), the Cyprus Bar Association, and the Institute of Certified Public Accountants of Cyprus (the competent authorities). Section 3(7) of the ASP Law requires trustees and service providers who fall within its scope to identify and verify the main stakeholders in trusts governed by Cyprus law that they establish or administer. They must keep accurate and up-to-date information and documentation regarding the trustee, settlor, beneficiaries or class of beneficiaries, any protector, fund manager, accountant, tax consultant, and any other person exercising effective control over the trust, and on the activities of the trust.

Carlos Fradique-Mendez Laura Zarzur In an effort to improve the quality of collateral guarantees in Colombian stock lending, the Colombian Stock Exchange introduced the ability for the originator to discretionally elect the type of collateral from a new set of more liquid guarantees. Formerly, the receptor of the security was authorised to choose the collateral among a particular set of less liquid securities, which caused a lack of market penetration of temporary transfer of securities (TTVs), a problem exacerbated by the low quality of collateral used in TTV transactions.

John Breslin The recent, high profile, application by the Irish Bank Resolution Corporation, IBRC, (in special liquidation, and previously known as the Anglo Irish Bank) for Chapter 11 protection before the US courts, highlights a difficult issue that frequently arises as the fall-out from Ireland's financial crisis plays out. This is the question of international co-operation in corporate insolvencies. IBRC's US litigation will consider how accommodating Ireland's legal system is to overseas insolvency officers. As Ireland is a member of the EU, the EU Insolvency Regulation (EC/1346/2000) is directly applicable. The Irish Companies Act 1963, in addition, provides for ministerial recognition of foreign insolvency proceedings. However, as the only country specified under this provision is the UK, this is effectively a dead-letter: the EU Insolvency Regulation will apply instead. Therefore, aside from other EU insolvency processes, there is no statutory basis in Ireland for the recognition of foreign insolvency officers.

On November 12 2013, the Chief Executive of Macau, Chui Sai On, delivered his last policy address of his first term of office.

Takashi Itokawa On November 5 2013, the cabinet order and accompanying regulations amending Japanese short-sale regulations came into force. The amendments consist of three main points: (i) relaxation of the uptick price rule; (ii) confirmation of the reporting and disclosure obligations concerning short-sale positions; and (iii) confirmation of the prohibition of so-called naked short sales. Previously, conducting short sales on a Japanese stock exchange at a price equal to or lower than the market price was prohibited. Following the introduction of the amendments, this uptick price rule will only apply if the price of the relevant stock should decline by 10% or more from the closing price of the preceding business day. This rule is applicable for the period from the day such a decline occurs through to the close of trading the following business day. The amended uptick price rule will also apply to short sales conducted through the proprietary trading systems (such as after-hours stock trading systems provided by certain securities brokers).

Jaime de la Torre Viscasillas On May 7 2013, a new alternative fixed-income securities market (Mercado Alternativo de Renta Fija, the MARF) was created in Spain through a resolution passed by the Associate in Insurance Accounting and Finance (AIAF) management company's board of directors. The MARF is a way for companies (whose circumstances prevent them accessing official secondary markets) to obtain financing through the issue of fixed-income securities. Other European countries already have alternative markets listing fixed-income securities, such as Germany's Eurex Bonds GmbH, Luxembourg's EuroMTF, and Ireland's Global Exchange Market – GEM.

Personnel leasing, which allows for the hire of employees from another employer or temporary employment agency, has become established in Slovakia. A temporary employment agency enters into an employment contract with an employee, and with an employer seeking temporary workers; it then sends the requested type of worker to the temporary employer. The agency handles payroll and any legal issues concerning the temporary employee (dismissal, for example). The temporary employers save money on payroll administration, severance pay when production is down, and they are also saved the hassle of the hiring process. Of course, the temporary employer must guarantee non-discrimination, and the working conditions (including wages) must be at least as good as with a comparable permanent employee working for the temporary employer. Such is personnel leasing.

Credit Suisse’s planned overhaul of its legal structure was not motivated by a desire to safeguard its Swiss operations, the bank’s vice chairman of the group executive office has said

The use of high-yield bonds to fund non-controlling buyouts is tipped to be a key development for the M&A market in 2014. The structure could be transformative for deals in Asia