Partner Chris Forrester led a recent webinar discussion with City Light Capital partners Josh Cohen and Tom Groos. They discussed the increasing number of family offices that are exploring ways to invest for impact across asset classes.

Shearman & Sterling’s Real Estate group produced a webinar on the strategies that can be employed by bank lenders to comply with the National Flood Insurance Program regulations.

Counsel Mehran Massih and Jason Pratt co-authored an article for Wall Street Lawyer titled “EU Taxonomy Regulation Comes into Force.” 

Shearman & Sterling hosted a series of live webinars, focusing on Africa, where our multidisciplinary team of lawyers explored the future challenges, opportunities and risks facing those doing business across the African continent.

For over a century, U.K. company law has enabled a company to propose, to its creditors or shareholders, a compromise or arrangement of their rights which, if approved by the requisite majority and then by the court, is binding on all of the relevant creditors or shareholders. This process—a scheme of arrangement under Part 26 of the Companies Act 2006—has been frequently used by companies (including those non-U.K. companies that fall within the winding up jurisdiction of the English courts, to whom the court’s scheme jurisdiction extends) to implement a wide variety of different forms of financial restructuring, despite it not being a formal insolvency proceeding. In June 2020, the U.K. Government introduced a new form of restructuring plan under a new Part 26A of the Companies Act 2006, that would be focused on the needs of companies facing financial difficulties. In this briefing, we examine how the new restructuring plan differs from a scheme of arrangement and how it is likely to be used going forward.

A recent decision of an arbitral tribunal constituted under the auspices of the International Centre for Settlement of Investment Disputes (ICSID) has opened the door for potential direct claims by project finance lenders against states in circumstances in which the projects they finance are adversely affected by state measures. In a decision rendered on August 20, 2020, the tribunal in Portigon AG v. Kingdom of Spain (ICSID Case No. ARB/17/15) held that project finance provided by Portigon, a German financial services company, qualified as an investment protected under the Energy Charter Treaty (ECT) and the ICSID Convention. The tribunal thereby allowed Portigon to bring claims for losses allegedly caused by changes introduced to Spain’s renewable energy incentive regime.

The decision provides welcome news for development finance institutions, commercial banks, investment funds and other providers of project finance active in project finance transactions across all industry sectors.

In the wake of considerable market criticism of prior proposals, the CFTC has proposed a new approach to addressing certain risks of electronic trading. The CFTC has now officially withdrawn, on a 3-2 vote, its controversial proposed Regulation AT and, on a 4-1 vote, proposed a new set of amendments to Part 38 of CFTC regulations. The new proposal is intended to provide a more principles-based approach to addressing market disruptions and system anomalies in designated contract market (DCM) trading platforms due to electronic trading. The amendments do not however, specifically target automated or algorithmic trading, in contrast to the proposed Regulation AT.

In connection with the continued efforts of New York State to grapple with the COVID‑19 pandemic, a recent order updated the emergency measures in place impacting pending and potential litigation in New York and possibly beyond.

The reach and authority of the U.S. government over what it considers to be national security concerns is broad, increasing and often not subject to judicial appeal. In response to mounting threats to the personal, economic and national security of Americans – real or not – extensive regulatory frameworks have been implemented, expanded or co-opted to protect U.S. national security. This includes reviews of transactions by the Committee on Foreign Investment in the United States (CFIUS) and the newly formed Committee for the Assessment of Foreign Participation in the United States Telecommunications Services Sector (Team Telecom), the application of export and supply chain controls and the National Industrial Security Program, as well as licensing and other authorizations related to energy and nuclear assets.

On September 1, 2020, the Treasury Department and the Internal Revenue Service (IRS) issued final regulations in T.D. 9910 (the “Regulations”) permitting taxpayers to waive deductions to reduce or eliminate liability for the base erosion and anti-abuse tax (generally referred to as the “BEAT”). The BEAT was introduced as part of the Tax Cuts and Jobs Act of 2017 to prevent U.S. corporations from unduly reducing their U.S. taxable income through payments to related foreign parties. As described in more detail below, although the Regulations are only effective prospectively, taxpayers can elect to apply them to earlier years for which they had BEAT liability. In addition, the Regulations provide additional rules regarding the determination of a taxpayer’s aggregate group for purposes of the BEAT, the application of the BEAT to partnerships, and the application of the anti-abuse rule to certain basis step-up transactions.