In this newsletter, we provide a snapshot of the principal Asian, U.S., European and selected international governance and securities law developments of interest to Asian corporates and financial institutions.

Partner Kris Ferranti and associate Eric Felcher (both New York-Real Estate) co-authored an article titled “No Holds Barred in Commercial Real Estate” that was published by Law360. As the title of the article suggests, the authors use a clever boxing analogy to focus on the importance of the “last round” of commercial real estate acquisition due diligence where experienced counsel can develop tailored strategies to help buyers address any potential issues that arise.

Associate Mark Weiss (Antitrust-Washington, DC), writing for the American Bar Association’s Cartel & Joint Conduct Review Winter 2019 edition, analyzes the Seventh Circuit Court of Appeals decision to affirm a lower court’s dismissal of a putative class action by indirect purchaser plaintiffs alleging that seven U.S. steel producers conspired to fix prices on the sale of steel products in the United States.

On Thursday, 7th February, the Judiciary Committee of the U.S. House of Representatives approved the No Producing and Exporting Cartels Act 2019 (NOPEC), potentially setting up a vote by the full House. NOPEC was followed by similar bill, introduced in the Senate by Republican Senator Chuck Grassley (who is a strong supporter of the U.S. ethanol and biofuel industries). This bill has picked up support from senators in both parties.

The Securities and Exchange Commission (the “SEC”) has proposed rules that would modernize the “fund of funds” rules. The rules would replace a patchwork of exemptive rules and orders, with the goal of a “consistent and efficient regulatory framework for funds that seek to invest in other funds to achieve their investment objectives.

Toward the end of 2018, the Commodity Futures Trading Commission (CFTC) proposed significant revisions to the framework governing swap trading through swap execution facilities (SEFs) and designated contract markets (DCMs). Many of these amendments are in line with recommendations contained in CFTC Chairman J. Christopher Giancarlo’s white paper on swaps regulation reform, which he published in March 2018, as well as other comments of market participants.

2019 looks set to be a dynamic year in the energy markets, with the oil & gas industry potentially going back into growth mode, the accelerated expansion of renewable energy worldwide and a new chapter in the development of nuclear power.

Shearman & Sterling partners Dan Feldman (Abu Dhabi-Project Development & Finance) and Matthew Powell (Abu Dhabi-Mergers & Acquisitions); and associates Sarah Barrett, Ryan Gawrych and Claire Hunter (all London-Project Development & Finance) prepared a comprehensive Q+A guide to oil and gas laws in the UAE, published by Lexology.

When it was enacted in August 2018, the Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA) overhauled the US law governing CFIUS national security reviews for the first time in 11 years.  Many of FIRRMA’s most significant changes, however, await implementing regulations or other action by the Trump Administration before going into force, a process that likely has been stalled due to the US Government shutdown. This CFIUS update focuses on what has been done to date.

In this newsletter, we provide a snapshot of the principal European, US and selected international governance and securities law developments of interest to European corporates.