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In Corporate Compliance

China: Releases new company law

by 3 Mins Read

On 29 December 2023, the Standing Committee of the National People’s Congress of the People’s Republic of China promulgated the amended Company Law of the People’s Republic of China (“2023 Company Law”), after its deliberation of four versions of draft amendments in the past three years. The 2023 Company Law will come into force on 1 July 2024.
The amendments cover a wide range of topics, including capital contribution and reduction, equity/share transfer and repurchase, corporate governance matters (such as organizational structure and responsibilities and duties of controlling shareholders, actual controllers, directors, supervisors and senior management, etc.), shareholder rights protection, company establishment and dissolution/liquidation, etc.

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European Union: EU reaches landmark deal on AI regulation

by , , , , , , , and 6 Mins Read

8 December 2023 was a historic moment for AI regulation in Europe. Following three days of extensive debates, the EU Parliament, Council and Commission finally announced a provisional agreement on the EU AI Act, the bloc’s landmark legislation regulating the development and use of AI in Europe. It is one of the world’s first comprehensive attempts to regulate the use of AI.

In Tax

United States: Banks can look to Generally Accepted Accounting Principles in determining whether a debt is “worthless”

by 12 Mins Read

On 28 December 2023, the Treasury and the IRS issued a notice of proposed rulemaking regarding whether a debt instrument is worthless for US federal income tax purposes under Code section 166 (the “Proposed Regulations”). The Proposed Regulations would update the standards under Treas. Reg. § 1.166-2 used to determine when debt instruments held by regulated financial companies or members of a regulated financial group are conclusively presumed worthless.

In Corporate Compliance

Thailand: New SEC regulations could affect an entity deemed to be an investment company

by 5 Mins Read

The Securities and Exchange Commission of Thailand (SEC) has amended and issued regulations (17 in total) to provide clarity regarding the nature of businesses that may be considered investment companies. The amended regulations also impose disclosure obligations, where an investment company is also a listed company, and prohibit any investment companies from offering securities, except in limited circumstances. These regulations became effective on 1 January 2024.

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Australia: Government releases interim response to AI consultation

by 6 Mins Read

The Australian Government’s interim response to the “Safe and responsible AI in Australia” discussion paper flags a risk-based approach to AI governance in Australia including a mix of voluntary AI safety standards, voluntary labelling and watermarking for generative AI and the development of mandatory guardrails with a particular focus on high-risk and frontier AI applications.

In Corporate Compliance

Vietnam: New market access conditions for foreign investment in electronic game business applicable from 14 January 2024

by , , and 4 Mins Read

Under Vietnam’s current regulations on electronic games, foreign service providers of online electronic games must establish local enterprises to provide their services in Vietnam. The Schedule of Specific Commitments in Services of the Working Party on the WTO Accession of Vietnam (“Vietnam’s WTO Commitments”) only allows foreign investors to own up to 49% of the charter capital of such game companies. The commitments under the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (CPTPP) further allow foreign investors from member countries of the CPTPP to own up to 51% of the charter capital in game companies from 2019. However, from 14 January 2024, foreign investors from CPTPP member countries may own up to 100% of the charter capital in game companies in Vietnam.

In Corporate Compliance

Canada: Canada Business Corporation Act – Register of Individuals with Significant Control (Updates)

by and 6 Mins Read

In June 2019, the Canada Business Corporations Act (CBCA) was amended to require private CBCA corporations to prepare and maintain a register of “individuals with significant control” (the “ISC Register“).
There have been two key changes since this requirement was first introduced:

  1. In May 2023, regulations were published to exempt additional corporations from having to prepare and maintain an ISC Register and to provide further compliance guidance.
  2. Amendments to the CBCA have been enacted imposing, amongst other things, the requirement to publicly file certain information contained in the ISC Register with Corporations Canada and to increase penalties for non compliance.
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In AML & Financial Services Regulatory

Switzerland: Revised SIX regulations on management transactions and ad hoc publicity

by , and 3 Mins Read

SIX Exchange Regulation has revised certain regulations concerning ad hoc and management transaction disclosures. The new rules will enter into force on 1 February 2024. The updated regulations include, as the only substantive change concerning listed equity securities, management reporting obligations relating to transactions by related persons, even in cases where there is no direct involvement of a manager or board member in the transaction. The remainder of the amendment concerns a more granular description of how to report management transactions to the issuer.

In AML & Financial Services Regulatory

Vietnam: New draft on Law on Credit Institutions

by , and 6 Mins Read

In November 2023, the National Assembly of Vietnam addressed the draft law on credit institutions (“Draft Law”) in its sixth session. The Draft Law proposes significant changes to the current Law on Credit Institutions and will have a major impact on the development of Vietnam’s financial market. The Draft Law will be submitted and is expected to be approved at the National Assembly’s next session.

In ESG

United Kingdom: CMA and Green Claims – Greater Enforcement to Come?

by 3 Mins Read

In recent years, through the introduction of the Green Claims Code, the UK’s Competition and Markets Authority (“CMA”) has taken an interest in the green claims made by businesses. This interest has included the CMA reviewing and investigating descriptions and labels used to promote ‘eco-friendly’ products. The Green Claims Code applies wherever a green claim is made by a business for a consumer.

As part of this interest in the green claims made by businesses, to date the CMA has focussed on two main sectors – the fashion retail sector and the Fast Moving Consumer Goods (“FMCG”) sector. While the CMA has already investigated businesses in the fashion retail sector, the CMA has more recently launched a review of environmental claims made by businesses in this FMCG space.

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