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China's State Council has issued plans for three new Pilot Free Trade Zones in Guangdong, Tianjin and Fujian, and the expansion of its Shanghai Pilot Free Trade Zone. It also updated its foreign investment negative list and announced trial procedures for national security review of foreign investment in all free trade zones. The expansion of China’s free trade zone program is set to advance the country’s financial reform journey and improve its ability to compete with more established rivals in the Asia-Pacific region.
In this edition of Higher Education Focus, we look at:
An interesting development is the emergence of so-called 'disposal' or 'reverse' standstills, which restrict parties from disposing of their existing shareholding in the target (or the acquirer) for a set period. They can potentially assist in encouraging a prospective bidder to submit its best offer for the target and reduce the risk of unsatisfactory shareholding blocs emerging - meaning we could see them increasingly employed within the Australian market.
The World Oil and Touch Holdings decisions serve as a reminder that the Takeovers Panel is increasingly willing to see through unconvincing rebuttals of association and will make a declaration of unacceptable circumstances and remedial orders, if the necessary proof of an undisclosed association can be presented.
The first court decision applying the cartel provisions of the Competition and Consumer Act 2010 has set the bar for establishing per se liability worryingly low. Significantly for M&A practitioners, the case calls into question the traditional risk assessment of 'back to back' or 'partial follow on' transactions from a bid-rigging perspective, including those that occur offshore. With an appeal by Bradken lodged in April, it seems 'at least possible' the Federal Court will revisit the low bar applied to satisfaction of the competition condition in this case - and the outcome will be one to watch.
The bare trustee exception is relied on by intermediaries who hold securities for others to avoid having a relevant interest in the securities. We look at cases including the Panel's decision in Knights Capital, which illustrates how reliance on the exception may be unsound where underlying discretionary powers exist - even if they are not used in practice.
The Takeovers Panel has published an Index of Reasons for 2006-2012. In this short note, we outline why it's worth checking out.
The regulation of foreign investment in the agricultural sector is becoming an increasingly prominent issue in Australia public policy debate. In this article we provide an overview of the regulatory regime governing foreign purchases of Australian agribusiness and agricultural land, in contrast to the New Zealand position. We also review the Government and Opposition's stance on foreign investment and how this will underpin the proposed reforms to the regulatory framework governing foreign investment in the agricultural space.
Demergers have become an increasingly popular method for releasing shareholder value in Australia since 1 July 2002 when tax relief was introduced for business restructures undertaken by demerging one or more subsidiaries for commercial reasons. This article touches on a number of key points that companies should keep in mind in relation to demergers, particularly those involving associated acquisition transactions.
Bid conditions are a much scrutinised component of any takeover bid. They must be well crafted so a bidder is protected against adverse outcomes occurring during the bid period, yet sufficiently minimalistic so the bid is not characterised as being too conditional and thereby uncertain. Bid conditions cannot, however, be self defeating or turn on the bidder's opinion, belief or state of mind. In this article we take a look at two of the conditions of Cathay Fortune Investments' takeover bid for Discovery Metals and the issues these two conditions raise.
On 28 December 2012, the PRC National People’s Congress passed Amendments to the PRC Labour Contract Law (the Amendments) in relation to the labour dispatch arrangement. The Amendments will come into force on 1 July 2013.
On 31 December 2012, the China International Economic and Trade Arbitration Commission (CIETAC), a foreign-related arbitration commission set up by the China Council for the Promotion of International Trade (also known as the China Chamber of International Commerce) (CCPIT), released its Announcement on Issues Concerning CIETAC Shanghai Sub-Commission and CIETAC South China Sub-Commission" (the Latest Announcement). This is the latest development in a dispute, which has been on foot since April 2012, between CIETAC, the Shanghai Sub-Commission of CIETAC (CIETAC Shanghai), and the Shenzhen Court of International Arbitration (SCIA) (the CIETAC Dispute). SCIA was known as the South China Sub-Commission of CIETAC before 22 October 2012.
On Tuesday, 29 November 2011, as part of its Mid-Year Economic and Fiscal Outlook 2011-12, the Federal Government announced a package of changes intended to raise A$11.5 billion in new revenue and savings.
Following the introduction of the Tertiary Education Quality and Standards Agency Bill 2011 (Bill) and the Tertiary Education Quality and Standards Agency (Consequential Amendments and Transitional Provisions) Bill 2011 (Transitional Bill) into the Commonwealth Parliament (as reported in our news alert of 23 March 2011), the Senate referred the Bill and the Transitional Bill to the Senate Education, Employment and Workplace Relations Legislation Committee (Committee).
On 1 January 2011, the Trade Practices Act 1974 (TPA) was consigned to history and replaced by the Competition and Consumer Act 2010 (CCA). Other than the Competition and Consumer (Australian Consumer Law) Amendment Regulations 2010 coming in to force in the same form as released in draft, 1 January 2011 came and went without the world of consumer protection law going into meltdown.
On 22 June 2011 the Intellectual Property Laws Amendment (Raising the Bar) Bill 2011 (Cth) (Bill) was introduced into the Australian Senate. The Bill introduces an exemption from patent infringement for experimental activities and is aimed at giving researchers "greater certainty about where they have freedom to operate around patented technology".