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Excess Cash Flow: time to sweep it under the carpet?
In this article the authors consider why and how Excess Cash Flow mechanics have become more diluted in recent years.
18 March 2024English law-governed Keepwell Deeds enforced by Hong Kong courts against PRC insolvent companies
In this article Thomas Wong considers two recent judgments of the Hong Kong Court of First Instance on the enforcement of Keepwell Deeds.
18 March 2024Carillion: a director’s strict duty to know the company’s true financial position?
The Secretary of State recently argued in high profile disqualification proceedings that directors owe a freestanding, strict legal duty to know a company’s true financial position at all times while holding the office of director. This article argues that this position is clearly wrong as a matter of law, would be inconsistent with the directors’ duties in the Companies Act 2006, and would be fundamentally impractical and impossible to comply with.
18 March 2024Assignment (or novation) of indemnity policies?
In this article Dr Chee Ho Tham suggests that terminological confusion has arisen over the use of the phrase “assignment” in connection with policies of non-marine indemnity insurance, where the “assignment” is made before the occurrence of the insured event which causes loss or damage to the subject-matter of the policy. An “assignment” of the contract of insurance entails a novation and should be referred to as such.
18 March 2024The new UK public offers and admission to trading regime: impact on debt capital markets
This article considers key concepts in the Public Offers and Admissions to Trading Regulations 2024 (UK SI) – notably, the new public offer prohibition and extension of scope to non-transferable securities. It also flags prospectus disclosure considerations, either in the UK SI itself or due to be covered in the forthcoming FCA consultation.
18 March 2024Banking regulation in the aftermath of SVB: lessons for regulators and supervisors
The collapse of Silicon Valley Bank (SVB) is not evidence of the failure of Basel III since certain capital and liquidity requirements were disapplied in respect of SVB under US law. Regulators should reconsider which banks are “non-systemic” and which deposits are “stable” in the age of social media and mobile banking and supervisory practices should be scrutinised. In the UK, the SVB collapse comes at a time at which the UK Prudential Regulation Authority (PRA) is looking at the reform of certain prudential requirements for small banks under its proposals for a “strong and simple framework”. The lessons from SVB may lead to a change in the PRA’s approach. This article focusses on UK banking regulation and supervision and considers potential capital and liquidity reforms in the aftermath of the failure of SVB and its UK arm, SVB UK Limited (SVB UK).
18 March 2024The Electronic Trade Documents Act 2023: the key to the future?
Innovation is evidence of how trade and trade finance are developing in the international markets with the use of electronic platforms and technology which is constantly changing and improving. Internationally, the law, generally, has been trailing behind commerce and applications for trade. The coming into force of the Electronic Trade Documents Act 2023 (the Act) on 20 September 2023 is the key to legal recognition for certain electronic trade documents under English law. The Act, which is a very short piece of legislation, gives certain documents used in trade and trade finance the same legal status and protection as the equivalent documents in paper form. This article looks at some areas of the Act and the effect of the Act in the context of trade and trade finance.
18 March 2024Taking robust security over warranty and indemnity insurance policies
This article addresses the legal and practical issues for lenders on leveraged buy-outs in relation to taking security over warranty and indemnity insurance policies.
18 March 2024The Draft Secured Transactions Code: its main features and lessons learnt
In this article, Richard Calnan discusses the purpose and scope of the Secured Transactions Code.
18 March 2024Investor duties and sustainability: the turn towards tackling sustainability challenges
In this article, David Rouch considers growing attention among investors to the question of whether they are legally required or permitted to take steps to tackle humanity’s core sustainability challenges. He outlines some of the circumstances in which they may, potential challenges in doing so and how they can be approached. The article is based on analysis undertaken across 11 jurisdictions, including the major investment hubs, which resulted in a report on the subject for the UNEP Finance Initiative, PRI and The Generation Foundation, published by Freshfields Bruckhaus Deringer in 2021: A Legal Framework For Impact: Sustainability Impact In Investor Decision-making.
18 March 2024
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