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China Merger Control: New Carrots and a Bigger Stick

April 23, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Simon Baxter, Frederic Depoortere, Andrew L. Foster

China has recently taken two additional steps to improve its merger control process. Specifically, China has provided guidance on implementation of its new simplified merger procedures and announced that it will now publish decisions penalizing firms for closing deals without first obtaining official approval. These developments signal that China is working to improve its merger control process. However, significant questions remain unanswered, and practical experience will be necessary to understand how these rules will actually be enforced.

Proposals May Signal Direction of Future Tax Reform

April 22, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Pamela Lawrence Endreny, Armando Gomez, Kevin C. Nichols, David A. Schneider, Nathan W. Giesselman, Brian Krause, Moshe Spinowitz, Thomas F. Wood

In February 2014, the chairman of the House Ways and Means Committee released a draft tax reform plan that would significantly alter the Internal Revenue Code for the first time in three decades. While it is doubtful reform will move forward this year, taxpayers should not ignore the proposals, which may represent the first phase of a new reform effort in the coming years.

European Parliament Approves Proposed Directive on Private Antitrust Damages Actions

April 18, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Simon Baxter, Frederic Depoortere, Ingrid Vandenborre, James S. Venit, Giorgio Motta

On April 17, 2014, the European Parliament overwhelmingly approved the European Commission's proposal for a directive on private antitrust damages actions. The directive facilitates private actions in several ways and contains various provisions that will likely lead to important changes to existing national procedures.

SEC Proposes Security-Based Swap Recordkeeping, Reporting and Notification Requirements and Capital Rules for SEC Registrants

April 18, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Mark D. Young, Maureen A. Donley, Rachel Kaplan Reicher, Elizabeth A. Doyle, Theodore M. Kneller, W. Graham McCall

On April 17, the SEC issued proposed regulations that would implement the recordkeeping, reporting and notification requirements of the Dodd-Frank Act. The regulations would apply to registered security-based swap dealers, major security-based swap participants and other broker-dealers engaged in security-based swap activities. The SEC also proposed net capital requirements based on its existing broker-dealer net capital rule, which would apply to stand-alone SBSDs.

Proposed Amendments to the Delaware General Corporation Law

April 17, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Allison L. Land, Edward P. Welch, Christopher M. DiVirgilio

On April 17, 2014, the Corporation Law Section of the Delaware State Bar Association proposed legislation that would amend the Delaware General Corporation Law in a number of important ways. If adopted, the proposed amendments would modify and clarify the law relating to short-form mergers under Section 251(h), actions by written consent with future effective times and amendments to certificates of incorporation.

Recent Developments in Aggregate State Contribution Limits After Supreme Court’s Decision in McCutcheon v. FEC

April 17, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Kenneth A. Gross, Ki P. Hong, Matthew Bobys, Melissa L. Miles, Patricia M. Zweibel, Rachel L. Applestein, Shayla K. Parker, Charles M. Ricciardelli, Tyler Rosen, Tanya Sehgal

On April 2, 2014, the U.S. Supreme Court issued its decision in McCutcheon v. FEC, striking down the aggregate limits imposed on individual contributions under federal law. Although this decision cannot necessarily be read to automatically strike down all aggregate limits that may exist under various state laws, it does raise a serious question regarding their constitutionality. Recognizing this concern, several jurisdictions have issued statements about their laws, and some laws are being challenged in court.