As dealmaking surges in most parts of the world, investors and companies are jockeying for new market positions. The dramatically different landscape of how people work, where they travel, and what they buy in a global economy still recovering from a major public health crisis has brought both opportunity and challenge. Assets for individual and company consumers may be tough to come by as international supply chains and trade restrictions remain in flux. Morgan Lewis lawyers from around the globe address these issues by offering insight into merger and acquisition trends, international trade and sanctions, and the global supply network.
The UK’s Financial Conduct Authority (FCA) published its 2021/22 Business Plan on July 15, setting out its future role, priorities, and how it intends to deliver them. The FCA’s website contains a summary and full copy of the business plan.
The proposed guidance also identifies principles that are applicable to each stage of the third-party risk management life cycle, including: (1) developing a plan that outlines the banking organization’s strategy, identifies the inherent risks of the activity with the third party, and details how the banking organization will identify, assess, select, and oversee the third party; (2) performing proper due diligence in selecting a third party; (3) negotiating written contracts that articulate the rights and responsibilities of all parties; (4) having the board of directors and management oversee the banking organization’s risk management processes, maintaining documentation and reporting for oversight accountability, and engaging in independent reviews; (5) conducting ongoing monitoring of the third party’s activities and performance; and (6) developing contingency plans for terminating the relationship in an effective manner. The proposed guidance provides extensive details on all the above identified principles.
Changes to complex commercial contracts are inevitable. These contracts, such as large outsourcing agreements, typically include a master services agreement (MSA) and a high number of exhibits and attachments describing the scope, performance standards, financials, and other contractual requirements in detail. Some deals can end up containing over 50–75 documents (or more!) in total. Given their strategic importance, these agreements often require numerous amendments as the relationship evolves over time and changes need to be formally documented.
The UK Financial Conduct Authority (FCA) announced on July 9 that, while changes to the scope of the UK commodity position limits regime are being consulted on, it will not take enforcement action against firms that breach position limits on cash-settled commodity derivative contracts unless the underlying is an agricultural commodity. However, the FCA will keep its stance under review, and reconsider if there are indications of market abuse.
The still evolving US sanctions (as well as the EU and now also separate UK sanctions) continue to challenge Russia-related business. The sanctions frameworks are complex, changing, and, at times, inconsistent as well as overlapping. Navigating this complex global framework is made even more difficult by the ongoing unpredictable and reactionary geopolitical environment as the Biden Administration gets underway.
The United Kingdom’s Department for Digital, Culture, Media & Sport (DCMS) is requesting views on supply chain cybersecurity, which it will look to incorporate into its new National Cyber Security Strategy.
Congress has enacted and President Joseph Biden has signed a joint resolution of disapproval under the Congressional Review Act (CRA) of the Office of the Comptroller of the Currency’s (OCC’s) “true lender” rule, which, as we previously discussed, had provided that a national bank is as a matter of law the lender on any loan for which it is the named lender or for which it provides the loan funding.
Our healthcare team recently launched a publication series highlighting the global impact of COVID-19 on healthcare transactions. Around the globe, the healthcare industry has faced similar issues from the unprecedented pandemic, prioritizing their operational response to COVID-19. Now, as countries begin to reopen, healthcare entities may refocus on planning for long-term transformation of their business models. In this series, we will explore how the pandemic impacted healthcare transactions in specific regions and what we can expect in a post-pandemic world.
Morgan Lewis partner and co-leader of the firm’s SPAC task force Alec Dawson spoke with The Deal for its “Drinks with The Deal” podcast.
Partners Daniel Nelson, Kate Habershon, and Kathryn Hambrick and associates Meghan McCarthy, Alexios Hadji, and Grace Tan co-authored an article for the Journal of Investment Compliance regarding tax-related issues in the private wealth fund investment area. The article dives into regional tax considerations for sovereign wealth funds that are looking to ramp up investments post-pandemic.
Leonidas Theodosiou was quoted in a Global Competition Review article regarding the United Kingdom’s new Subsidy Control Bill that was introduced in Parliament.
Fund Management 2021, published by Lexology’s Getting The Deal Through (GTDT), gives a high level overview of the key considerations for the fund management industry and predictions for the year ahead.
Partners Mark Geday and Edwin Luk and of counsel Jeffrey Letalien co-authored an article for Law360 looking at current trends across the international special purpose acquisition company (SPAC) market.
Partner Tom Cartwright provided insight ahead of the Medtech Investing Europe Forum on the outlook for life sciences industry amid COVID-19.
Motonori Araki co-authored "The Impact of the Rules on Counteracting Unjustified Extra-territorial Application of Foreign Legislation and Other Measures (Order of the Ministry of Commerce of the People’s Republic of China 2021 No.1) Japanese companies at the mercy of trade conflict between US and PRC" in Japanese for the Journal of the Japanese Institute of International Business Law.
Morgan Lewis partner Todd Liao authored an article for Medtech Insight about China’s amended regulation governing medical devices. The update of the Regulation on Supervision and Administration of Medical Devices, which came into effect on 1 June 2021, introduces important changes that medtech companies should be aware of.
Please join us for the next installment of the Morgan Lewis Automotive Hour Webinar series, focused on SPACs and Other Vehicles for Investment in the Automotive and Mobility Sectors.
Partner Giovanna M. Cinelli will join Strafford as a panelist for its webinar, “China's New Blocking Statute: Implications for Multinational Companies, Reporting Obligations, Impact on Affiliates.”
SPACs have become the preferred route for companies to enter the public markets in 2020. Our panelists will discuss some of the most important legal issues for companies considering going public through a SPAC and for SPACs seeking an acquisition target.
There are various tax, employment, and immigration considerations for companies to consider when engaging independent contractors in the United Kingdom. While the use of contractors can provide a cost-effective and flexible solution for early-stage or fast-growing firms, there are various risks including reclassification and potential increased tax and employment right liabilities.
Partner K Lesli Ligorner will present “Recent Actions and Investigation in FCPA Enforcement” during the 5th China International Anti-Corruption Compliance Summit being held from July 8-9 in Beijing.
Join Aset Shyngyssov and Klara Nurgaziyeva for an overview of the tech, fintech, and other innovations and opportunities in Kazakhstan via the Astana International Finance Center (AIFC).