Business and Industry Law Articles
Articles written by attorneys and experts worldwide
discussing legal aspects related to Business and Industry.
August 31, 2015 By GRP Rainer LLP
Executive boards, supervisory boards and managing directors are living dangerously. If the wrong decisions are made, they may be required to stand good for the loss or damage with their private assets.
August 31, 2015 By Karbal & Co.
Federal Law No. 2 of 2015 “The New Commercial Company law” (CCL), which came into force on July 1, 2015, replaced the Federal Law No. 8 of 1984. The purpose of the new legislation was to bringing the UAE up to speed with corporate legislation currently enacted in many developed nations. (Part II of Two part series on new CCL)
August 28, 2015 By GRP Rainer LLP
Many small and medium-sized businesses are set to be faced with a change at the helm of their companies in the coming years. This can also result in the sale of the company.
August 24, 2015 By KerkmanLaw
On October 1, 2012, major changes to Dutch corporate statute governing Dutch companies with limited liability (the so-called ‘besloten vennootschap’ or ‘BV’), have taken effect.
August 24, 2015 By AMS Advocaten
The different steps of the process leading to a merger or company acquisition in The Netherlands. One of these steps is the due diligence investigation, that serves to provide insight in the position of the company in question. In this way, potential risks can be assessed to facilitate a well-considered decision on whether to go ahead with the transaction and to balance the terms of the purchase agreement.
August 17, 2015 By Youssry Saleh Law Firm
Egypt in its accelerated movement towards economic reform has been emphasizing the importance of real estate development projects and large scale projects in order to restore the market and economy after its decline post Revolution of 2011.
August 15, 2015 By GRP Rainer LLP
The only thing that is clear is that inheritance tax needs to be reformed. How it ought to be reformed remains disputed. Even a meeting of the federal and state finance ministers did not deliver a breakthrough.
August 13, 2015 By GRP Rainer LLP
Wirtschaftswoche reported on its website that Germany is the country with the largest number of company takeovers and mergers in Europe, with the trend continuing to rise across Europe.
August 17, 2015 By ERP Lawyers & Associates
The Judicial Collection Law (#8624), effective in Costa Rica since May 20th, 2008, completely changed the way the judicial collection files were processed, and put in order those people who failed to comply with the payment of debts, regardless the amount.
August 17, 2015 By Capital Legal Services, L.L.C.
Federal Law No.210-FZ “On amending certain regulatory acts of the Russian Federation and declaring void certain provisions of the regulatory acts of the Russian Federation” and Federal Law No.209-FZ “On amending certain regulatory acts of the Russian Federation as regards allowing legal entities to use standard charters” enter into force.
August 17, 2015 By Summerfield Browne Solicitors
If you are a company director you have certain duties which are owed to the company. What happens if you breach those duties?
August 8, 2015 By HG.org
If you have received a bad check, you may be able to pursue compensation or restitution through civil or criminal proceedings. However, state laws typically govern bad check disputes and certain elements may need to be met in order to recover the value of the bad check.
August 7, 2015 By Parris Whittaker, Attorney at Law
If you are involved in the shipping industry, you will be only too aware of how quickly challenging and difficult legal problems can arise at sea. When you need to make an insurance claim, the complexities of maritime law can present real barriers to getting the swift resolution you need.
August 6, 2015 By AMS Advocaten
Listed companies often resort to antitakeover schemes to prevent a takeover by a hostile bidder. A hostile bid is a nightmare for most executive directors and therefore (in their opinion) needs be stopped or at least delayed. There are many different measures to take in order to prevent or delay a hostile takeover.
August 5, 2015 By GRP Rainer LLP
If there is a delay in filing for insolvency, the managing director of a GmbH is liable. According to the German Federal Court of Justice (Bundesgerichtshof (BGH)) in its judgment of December 18, 2014, this also applies to a de facto managing director.
August 3, 2015 By Summerfield Browne Solicitors
Are you the Director of an English Company? If so you owe certain duties to the Company and if you do not comply with them then you are at risk of being sued.
August 4, 2015 By Kydalov & Partners
The specificity of commercial relationship shows that at the stage of execution of the obligation against the will of any of the parties may be circumstances (events) leading to a breach of contractual obligations. How to manage these risks.
July 30, 2015 By Kydalov & Partners
As a result of the illegal annexation of the Crimea by the Russian Federation, many owners of the property and assets in the Crimea have gotten quite difficult issue: how to protect and save these assets?
July 30, 2015 By GRP Rainer LLP
A family foundation can be established as a way of avoiding inheritance related disputes. The purpose of a family foundation is generally to ensure ongoing support for relatives.
BGH on GmbH Managing Director’s Obligation to Provide Information in Insolvency Proceedings in Germany
July 29, 2015 By GRP Rainer LLP
If insolvency has been filed against a GmbH, the managing director of the company has extensive obligations to provide information. He is not, however, obliged to furnish information regarding his personal assets (BGH IX ZB 62/14).
What Exactly Should a Foreigner Do, if His Obligor is a State Enterprise on the Territory of Ukraine
July 28, 2015 By Kydalov & Partners
Many of state enterprises provided international economic activities, such as buying some equipment abroad, borrowing from foreign bank institutions and investment companies, ordering work or services. Due to the nature of its management of state enterprises, they really are not fair and binding payers on their debts, and as a result foreign contractors have to go to courts or arbitrations to protect their legitimate rights and interests.
July 27, 2015 By GRP Rainer LLP
Unlike in the event of a dismissal/termination, the employment relationship is brought to an end on a mutually amicable basis in cases involving an agreement to terminate a contract. However, for this purpose certain requirements have to be contractually fulfilled.
July 24, 2015 By HG.org
Debt collectors sometimes use aggressive tactics to secure funds for their clients. However, if they overstep their legal bounds, they may be subject to harassment charges or other causes of action.
July 24, 2015 By Watkins Firm, A Professional Corporation
Most entrepreneurs and new business owners are working on tight budget and simply want to spend the least amount of time and money selecting a business entity and getting to work. After all, isn’t it as simple as downloading a few forms, filling in the blanks and submitting the corporate documents to the Secretary of State? Why would the owners of a new company want to spend the money to consult with an attorney?
July 23, 2015 By Watkins Firm, A Professional Corporation
There are definitely reasons to consider filing a breach of contract lawsuit even though you intend to find another path to resolve the situation. Filing the lawsuit puts the breaching party on notice that you are serious about holding them accountable, and may strengthen their resolve to cooperate to find a positive solution to the breach.
July 22, 2015 By Parris Whittaker, Attorney at Law
A recent ruling in the UK’s High Court highlights the importance of arbitration clauses and agreements in commercial disputes, and clarifies when they take precedence.
July 21, 2015 By The Law Offices of R. Sebastian Gibson
Until fairly recently, Prohibition-era laws have governed the liquor industry in California. As a result of amendments to these laws, craft breweries are now allowed to offer tastings and sell beer to customers. At present, however, distilleries of liquor can hold tastings, selling quarter-ounce samples, but still cannot make a direct sale of larger amounts to their customers. That is about to change if the Craft Distiller’s Act of 2015, AB 1295 passes and is signed into law.
July 16, 2015 By Parris Whittaker, Attorney at Law
No term would be implied into a contract, requiring a bank to use reasonable care to obtain the best price it could when asserting its right of forced sale of a limited partnership, the UK’s High Court has said.
July 16, 2015 By Jurado & Farshchian, P.L.
Most people who have a good idea and not a lot of startup cash don’t think to involve attorneys right away because it feels like something that is expensive and can come later in the process when there is something to lose.
July 12, 2015 By Motei & Associates, Attorneys at Law
Dubai Court ordered developer to compensate buyer for the shortfall in the size of the sold property and all its supplemented areas.
July 12, 2015 By Jurado & Farshchian, P.L.
Almost half of the small businesses in the U.S. are operated from home, and that number is growing as the working population ages and changes careers. While the convenience of operating a home-based business is hard to beat, you need to be sure you are not running afoul of any local regulations or state tax laws while operating your business. Some considerations:
July 12, 2015 By Jurado & Farshchian, P.L.
Today’s advances – technological, scientific, and business – are all driven by competition. As a business owner or an entrepreneur, you’re likely faced with a serious competition that drives you to constantly enhance and update your product and services range. Competition is healthy, as it promotes innovation – but what happens when you find a competitor amongst your own employees?
July 9, 2015 By Parris Whittaker, Attorney at Law
A recent ruling in the UK Supreme Court has helped to shed light on the complex issue of accessory liability and the principle of ‘common design’. The case of Sea Shepherd UK v Fish & Fish Limited 2015 UKSC began in 2010, when a fish farm operator was transporting live Bluefin tuna.
July 7, 2015 By Pardini & Associates
Article 528-A of the Commercial Code, added by Act 85 of 2012, deals with the dissolution of companies and explains causes and effects of their permanence in time to the end of the liquidation of its assets, after collecting their debt and pay its liabilities.
July 7, 2015 By Sudi & Associates
The concept of lending out small loans has become synonymous among Kenyans.
July 12, 2015 By Karydas, Fouskarinis & Associates
The prohibition of tax deductibility of bribes and the risk of claiming these payments as "expenses" in order to get a tax return under the Greek law.
July 8, 2015 By Pardini & Associates
The application for the tax benefit must clearly state the provisions supporting the right for the benefit.
July 7, 2015 By Pardini & Associates
Many family offices (FO) started their business as so called single family offices, where the family owns the FO and serves only the owner family. Instead of covering the entire operative costs, many owners of single FO decided to offer its services to other families as well. This concept is called multi-family office (MFO) or multi-client family office. Only a few MFO have founded their business independently, without a large family backing it.
July 1, 2015 By Parris Whittaker, Attorney at Law
Claims under a contractual warranty must fully comply with procedures set out in commercial contracts – including where a limitation period is imposed on warranty claims. The UK courts have recently upheld restrictions on warranty claims relatively strictly against purchasers. In a recent case, the purchasers under a commercial contract were time barred from making a claim when a dispute arose.
July 1, 2015 By The Ezold Law Firm, PC
Last month, one of the first courts to address coverage under a cyber liability policy held that allegations of refusal to release data to a customer did not trigger a duty to defend the insured for technology errors and omissions liability.
July 1, 2015 By Jurado & Farshchian, P.L.
Many small businesses thrive with the extra help interns provide at little or no cost to the business. However, there are things small business owners need to know about hiring and managing interns.
June 30, 2015 By GRP Rainer LLP
Managing directors of a GmbH (German limited liability company) enjoy a margin of discretion within which they are not subject to personal liability. Even in the case of unjustifiable dealings, liability for shareholder-managing directors is not triggered until later on.
June 29, 2015 By GRP Rainer LLP
Unfair competition harms consumers and businesses that comply with the German Act Against Unfair Competition (Gesetz gegen den unlauteren Wettbewerb (UWG)). Violations of the UWG can be sanctioned.
June 25, 2015 By Parris Whittaker, Attorney at Law
In the complex and fast-paced world of the maritime and shipping industry, serious issues can arise regarding the terms of a charter – including non-payment of fees. If you are experiencing difficulties with delayed payments, whether as a vessel owner or a chartering party, you need swift, expert legal advice.
June 25, 2015 By GRP Rainer LLP
Wanted: Successor! The Frankfurter Rundschau reports that, according to a study by the bank KfW, the managers of around 580,000 small and medium-sized businesses wish to retire by 2017.
June 24, 2015 By HG.org
Buyers large and small have begun purchasing from foreign sources. Sites like alibaba.com have revolutionized the international market for consumers, while the Internet in general has made it easier for companies to interface and conduct business with others around the world.
June 24, 2015 By Summerfield Browne Solicitors
Are you looking to retain key personnel? If so this article provides guidance on some of the options to incentivise your employees and therefore increase the chance of the employee staying with your company
June 23, 2015 By GRP Rainer LLP
For their own benefit, executive boards ought to issue carefully defined rules of conduct. Compliance is an important topic both from a legal and media perspective.
June 22, 2015 By HG.org
For torts, crimes and even the collection of debt, there are laws regarding how long a claim is actionable. These laws help provide a sense of finality for affected individuals so that they do not have to forever be worried about potential adverse effects.
June 22, 2015 By HG.org
Verbal agreements are contracts even though they were not memorialized in a writing. Assuming that the contract is valid, the verbal agreement between two parties is binding. However, verbal contracts may have unique complications to them.
June 22, 2015 By Mariscal Abogados
The due diligence refers to an investigation procedure prior to acquiring or investing in a project. The aim of the due diligence is to give the investor or buyer a full knowledge of all the costs, benefits and risks involved in the transaction, so that he can take a reflexive decision.
June 22, 2015 By GRP Rainer LLP
The introduction of the national minimum wage does not only apply to direct employment relationships; general contractors are also liable for their subcontractors.
June 24, 2015 By Law Offices of Jonathan Gelber, PLLC
In an another article that I recently published, "5 Common Legal Missteps That Small Business Owners Make," I provided a general overview of each of the listed mistakes, as well as some advice for how to avoid, or overcome, them. Some of those mistakes, however, including number 2 on the list – not discussing and executing a buy-sell agreement or exit strategy – deserve more in-depth treatment and discussion.
June 23, 2015 By Law Offices of Jonathan Gelber, PLLC
Whether you are just beginning to think about forming your own business, or you've been "in the game" for years, there are 5 legal missteps that anybody can make, and that are made all too often. Luckily, however, these common missteps are also fairly easy to avoid, with just a bit of knowledge and planning!
June 18, 2015 By Levi Solicitors LLP
The Queen’s Speech confirmed a new Conservative Enterprise Bill which, for most SMEs, cannot come into play soon enough! The bill is aimed to help small business in settling late payments and disputes.
June 17, 2015 By Parris Whittaker, Attorney at Law
The Supreme Court in the UK has recently considered a case which demonstrates the complexities that can arise from the interpretation of a contract. The judges examined the extent to which parties have the contractual power to form an opinion, and affirmed the need for decisions by contractual fact-finders to be reasonable.
June 16, 2015 By Youssry Saleh Law Firm
Legal process outsourcing is the process of obtaining legal support in different areas of practice from an outside law firm or legal support services company. The LPO system, according to a survey conducted by evalue survey is considered one of the fastest growing industries in the knowledge of process outsourcing (KPO).
June 16, 2015 By Jaburg Wilk
On April 30, 2015, Arizona’s most common construction industry practice for serving a Preliminary Twenty Day Notice (“Prelim”) on an Arizona public project—first class mail with certificate of mailing—was invalidated by the Arizona Court of Appeals in Cemex Construction Materials South, LLC v. Falcone Brothers & Associates, Inc.
June 16, 2015 By Emery Mukendi Wafwana & Associates
The new DRC Insurance Code represents a real revolution in this sector, which has been so far affected by the disparity of laws, which are sometimes obsolete and unsuitable to the international conventions in this matter, and by the monopoly granted to the "Société Nationale des Assurances ".
June 15, 2015 By Parris Whittaker, Attorney at Law
The UK courts have ruled in an important case involving adjudication agreements, affirming the commercial reality that clear drafting of contract documentation is critical.
June 15, 2015 By GRP Rainer LLP
Employers wishing to dismiss their employees have to be mindful of various regulations, the most significant of which in many cases is the German Protection Against Dismissal Act (Kündigungsschutzgesetz (KSchG)).
June 15, 2015 By Sudi & Associates
Legal Audits are becoming a key component in corporate governance.
June 12, 2015 By Parris Whittaker, Attorney at Law
When will the parties to commercial contracts be legally required to act honestly and with integrity? A recent ruling of the UK’s High Court makes clear when the obligation to act honestly and with integrity will be implied into a commercial contract. The court was required to consider in what circumstances a requirement to act honestly and with integrity would become an implied term of a commercial contract and, furthermore, what behavior would trigger a breach of that obligation.
June 12, 2015 By GRP Rainer LLP
Newly concluded employment contracts can be restricted to a period of 24 months. Mistakes in a fixed-term employment contract can result in lawsuits before a labour court.
June 9, 2015 By HG.org
Attorneys frequently receive questions regarding defective used cars. All too often, people purchase a used vehicle with verbal assurances that everything works fine and that it will be quite reliable, only to discover that neither is the case. What can you do when this happens to you?
June 9, 2015 By Soteris Flourentzos & Associates LLC
Cyprus is keen to preserve its favourable recognition amidst changes in the global economy. The aim of the new amendments to the Cyprus Companies Law, Cap. 113 (“CCL”) is therefore to ensure that Cyprus continues to offer a clear and stable approach to corporate law by updating or adapting a number of existing provisions to meet recent developments.
June 8, 2015 By Global Jurix
There was a time when talks were going around that starting up a private company and its maintenance will become a tedious task with numerous compliances and strict procedures, will cause it to take a back seat. The exemptions provided to private limited company under the Indian Companies Act, 2013, come as a stroke of blissful breeze.
June 8, 2015 By Mariscal Abogados
The new law for the investments in venture capital funds in Spain represents a further step for Spain out of the crisis and ant opportunity for investors.
June 8, 2015 By Summerfield Browne Solicitors
Are you thinking of setting up a corporate joint venture in England? If so then here are a few practical matters to consider before you enter into the joint venture.
June 7, 2015 By Youssry Saleh Law Firm
Compliance and its relation to validity is one of the central points in the discussions related to the international law. H Kelsen stated that ‘the efficacy of law constitutes a condition of the validity of law’, where efficacy refers to ‘whether law is actually observed’ and ‘validity whether law must be observed’.
June 5, 2015 By Planet Depos
Singapore is a hub for international arbitration. Learn more about the city-state and what to do to prepare for an upcoming arbitration.
Correct execution of commercial contracts is an important step to ensure the terms of the contracts are legally binding on the parties. How will the courts decide whether or not a contract is binding where there is a dispute over how the contract terms have been accepted - other than with a signature in the contract itself? A recent ruling of the High Court in the UK provides useful guidance to commercial lawyers and their clients on the signing of legal documents.
Are you considering setting up a joint venture in Europe? If so you might consider setting up the joint venture under English Law. Here are a few initial considerations.
If you are involved in the maritime and shipping industry, you will be only too familiar with the wealth of legislation and regulation with which you are obliged to comply. When it comes to business at sea and in port, it is essential to ensure that you are fully compliant in order to protect you, your employees, your clients and your business.
Many legal entities, including non-resident legal entities (hereinafter the "Legal entities") while conducting their business activities often face the necessity of expanding their businesses not only within their country of incorporation but also by the presence of in different regions as well.
Parties to commercial contracts owe various contractual duties to each other according to the terms of the contract. But what is the duty of care of a professional consultant to others, for instance, to warn of potential construction problems where there is a risk to others or property?
It is clear following the spectacular ruling against a former top manager that case law is becoming tougher and compliance increasingly important for businesses and corporations.
Recourse can be taken against governing entities such as managing directors, executive boards or supervisory boards where mistakes are made in managing the company. The extent of recourse claims is disputed.
The German market is of interest to many foreign investors. However, there are a lot of legal and tax aspects that need to be considered when entering the German market.
The Republic Union of Myanmar laws and regulations are different in many aspects.
The right to place items on the agenda can be a powerful tool. In this way shareholders can apply pressure to the board, or, as the case may be, the company. Recently, a dispute about adding an item to the agenda of a meeting at Fugro by Boskalis was submitted to the court in preliminary relief proceedings.
Two individuals or entities may reach an agreement regarding any course of business and put this agreement in the form of a contract. If one of the parties does not uphold his end of the bargain, the non-breaching party may pursue legal remedies for this breach. In order to prevail with such a lawsuit, the moving party must establish certain legal elements.
The executive board of a stock corporation (Aktiengesellschaft (AG)) or the management of a German limited liability company (GmbH) bears responsibility and is liable for a functioning compliance system. This stems from a ruling of the Munich Regional Court.
Here is the flow of issues when a shareholder is removed from a business: Termination of employment → Buy-back of shares → Non-competition → Claims for unfair oppression. Let’s start at the beginning, which is the end of employment.
The American economy has changed quite a bit over the last few decades. One of the biggest changes over the last 100 years has been a shift away from small, family owned stores to the “big box” megastore.
The Cypriot regime governing the control of concentrations is often surprising for foreign businesses and their counsel, due to the relatively low thresholds. Considering however that entirely foreign-to-foreign mergers and acquisitions, as well as joint ventures, can be caught under the Cypriot merger control regime, we have authored this note as guidance to all parties involved in a transaction that meets the jurisdictional thresholds that trigger a Cyprus filing.
The ECB wants to purchase government bonds on a large scale. One consequence of this could be another collapse in the euro exchange rate. This might lead to problems for financial investments with foreign currency loans.
If you have more than one shareholder in your company, then you should consider agreeing the terms of a shareholders agreement which regulates the rights and obligations of shareholders.
On December 17, the German Federal Constitutional Court (Bundesverfassungsgericht) overturned tax privileges for company heirs which were said to be unconstitutional. The legislature has until mid-2016 to establish a new arrangement.
A recent contract dispute demonstrates the need to secure expert shipping law advice as soon as possible, particularly if the contract in question contained a jurisdiction clause, which can affect both the outcome of the case and any damages awarded.
What is the extent of a valuer’s duty of care to an investor? The UK courts have considered this issue, which is of particular importance to the property and financial sectors, surveyors, and other experts.
Drawing up effective contracts is an essential part of carrying out a thriving and successful shipping business. But even with the best intentions and the most rigorously drawn up agreements, contentious issues may arise.
Two large credit institutions are fighting over the use of a particular colour because colours have a significant and memorable effect on consumers.
A well-known fast food chain has terminated the contract with one of its franchisees in Germany, but the latter is fighting back. There are several pitfalls that one needs to be mindful of regarding franchise agreements.
The German Federal Constitutional Court’s (Bundesverfassungsgericht) ruling on inheritance tax is unsettling many businesses. Tax privileges for company heirs shall be limited going forward.
The statutory minimum wage of 8.50 euros per hour applies in Germany as of this year. One in every eight businesses, or twelve per cent, throughout Germany are affected by the minimum wage.
Congratulations on planning to start your own business. But, as many a budding entrepreneur has discovered, it is not as easy as picking a name and opening a shop. To actually establish a business, you need to make a few choices and go through a series of filings. So, how do you setup a corporation?
Attorneys hear this question quite frequently: what makes a contract valid? In truth, many components come together to make a valid contract, but some are essential while others are merely useful or even extraneous. So, here are the components of a valid contract:
Establishment of Joint Stock Companies and Limited Liability Companies in the New Turkish Commercial Code
The new Turkish Commercial Code (“NTCC”) No. 6102 entered into force on July 01, 2012. In parallel with the harmonization process of Turkish Law with acquis communautaire, the NTCC has significantly changed the system and replaced the outdated provisions of the former Turkish Commercial Code (“TCC”) with practical ones. As one of the aims of the NTCC is to boost investment, advanced provisions regarding the establishment of the companies have been introduced.