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Due Diligence

Schulte Roth and Zabel LLP (News)
Canada and the EU both took steps toward the further regulation of the use of conflict minerals...
Squire Sanders (News)
On August 22, 2012, the SEC promulgated the long-awaited Conflict Minerals Rule, setting out new disclosure and reporting requirements concerning the use of certain minerals originating in several central African countries because those minerals were helping to finance extraordinary violence in the Democratic Republic of the Congo...
Chadbourne and Parke LLP (News)
On August 22, 2012, the Securities and Exchange Commission adopted final rules implementing Sections 1502 and 1504 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 requiring SEC-reporting companies to disclose their use of certain minerals that originate in certain countries and SEC-reporting companies engaged in resource extraction activities to disclose certain payments made to the U.S. or any foreign government...
Bryan Cave LLP (News)
The SEC has issued its final rule to implement the “conflict minerals” disclosure requirements in Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act...
Orrick LLP (News)
  • Financial Industry Developments
    CFTC Final Rules on Designated Contract Markets
    CFTC Proposed Order to Extend the Effective Date for Swap Regulation
    SEC Approves MSRB Interpretive Notice on Duties of Underwriters to State and Local Government Issuers
    Basel Consultative Document on Trading Book Capital Requirements
    Rating Agency Developments
  • Orrick Alerts
    Reporting Non-GAAP Financial Measures Under SEC Rules
  • RMBS Litigation
    Manhattan Federal Judge Denies UBS’s Motion to Dismiss FHFA Suit
    German Bank Sues Merrill Lynch In Connection With Sale of $324 Million in RMBS
    California District Court Grants Partial Summary Judgment in Citigroup’s Suit Against Impac
  • Events
    Breakfast Briefing: Introduction to Shipping Finance and Workouts
    Orrick's Annual Financial Services Roundtable
  • Orrick LLP (News)
  • Financial Industry Developments
    SEC and CFTC Modify Swap Definitions
    ISDA Best Practices for OTC Commodity Derivates Trading
    Rating Agency Developments
  • Recent Orrick Alerts
    China 20/20
  • RMBS Litigation
    Second Circuit Upholds Dismissal of $37 Million CDO Suit Against Goldman Sachs
    Court Denies Goldman Sachs’s Motion to Dismiss in Case Arising Out of Abacus CDO
    Option One Reaches $28.2 Million Settlement with SEC Over RMBS Misrepresentation Claims
    MetLife Sues Morgan Stanley Over $757 Million in RMBS
  • Events
    Breakfast Briefing: Introduction to Shipping Finance and Workouts
    iiBIG's 2012 Education Loan & Financing Executive Summit
  • FRC - AADB - Accountancy and Actuarial Discipline Board (News)
    The AADB announces the outcome of the disciplinary hearing against Stuart Pearson, a Member of the ICAEW, former chief executive of AIM-listed investment services company Crown Corporation Limited...
    SNR Denton (News)
    On November 18, 2011, the Office of the Comptroller of the Currency released a notice of proposed rulemaking on Alternatives to the Use of External Credit Ratings in the Regulations of the OCC along with proposed Guidance on Due Diligence Requirements in Determining Whether Investment Securities are Eligible for Investment...
    Chadbourne and Parke LLP (News)
    The US Foreign Corrupt Practices Act has long been the dominant anti-bribery enforcement mechanism internationally...
    Cicero (News)
    The European Commission has at last adopted its long-awaited proposal to strengthen the European banking sector through stricter capital requirements, and better liquidity management, obliging the EU’s more than 8.300 banking institutions to hold more and better quality capital to prevent that markets dry up in times of crisis...
  • General Provisions
  • Minimum Capital Requirements
  • Large Exposures
  • Exposures to Transferred Credit Risk
  • Liquidity
  • Leverage
  • Disclosure by Institutions
  • Delegated and Implementing Acts
  • Annex - Capital Buffers
  • Legislation (UK) (News)
    These Regulations amend the Money Laundering Regulations 2007 (SI 2007/2157) so that a junior ISA is included as a product qualifying for simplified due diligence...
    Shoosmiths (News)
    The new corporate offence introduced on 1st July 2011 by the Bribery Act 2010 has been the subject of much discussion...
    PricewaterhouseCoopers (News)
    Following some harsh lessons of the recent recession, infrastructure funds are mindful that due diligence is essential in a sector where just one failure can seriously impair fund performance...
    White and Case LLP (News)
    Settlement agreements, non-prosecution agreements and deferred prosecution agreements have been primary sources of guidance from the US Department of Justice (DOJ) on the components of an effective corporate compliance program. While such documents are not legally binding on anyone other than the corporation involved, all corporations can glean important information from these agreements concerning the DOJ's current thinking on compliance matters...
    Transparency International UK (News)
    This draft has been produced for public consultation. It has been published in draft form in order to allow stakeholders to influence the final version of the text, which will be published in October 2011. As a draft, the text is subject to change in the final version...
    Financial Action Task Force (FATF) (News)
    The FATF has prepared a Guidance paper to provide support to countries and their financial institutions in designing Anti-Money Laundering and Terrorist Financing measures that meet the national goal of financial inclusion, without compromising the measures that exist for the purpose of combating crime...
    Financial Action Task Force (FATF) (News)
    The promotion of well regulated financial systems and services is central to any effective and comprehensive AML/CFT regime. However, applying an overly cautious approach to AML/CFT safeguards can have the unintended consequence of excluding legitimate businesses and consumers from the financial system. The FATF has therefore prepared a Guidance paper to provide support to countries and their financial institutions in designing AML/CFT measures that meet the national goal of financial inclusion, without compromising the measures that exist for the purpose of combating crime...
    Herbert Smith Freehills LLP (News)
  • Typical takeover/merger structures
  • Merger regulation
  • Means of obtaining control
  • Summary of due diligence market practice
  • Summary of market practice in relation to break fees
  • Summary of usual conditions
  • Rules relating to financing conditions
  • Summary of compulsory purchase/squeeze out rules
  • Delisting requirements
  • Directors’ duties and litigation issues
  • Basic tax implications
  • Rules on arrangements with management
     
  • Legislation (UK) (News)
    These Regulations give cancellation rights in respect of a contract for goods or services made during a visit by a trader to a consumer’s home or place of work or on an excursion organised by the trader. They revoke the Cancellation of Contracts Concluded away from Business Premises Regulations 1987 (SI 1987/2117) and re-implement Council Directive 85/577/EEC...
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