Meet the Co-chairs - TAGLAW
Mitchell Silberberg & Knupp LLP
Barack Ferrazzano Kirschbaum & Nagelberg LLP
Meet the Co-chairs - TIAG
Burgis & Bullock
Meet the Co-chairs - TAG-SP
Corporate and M&A
Author: Duygu Oner
Author: Gaye Spolitis
All directors should be aware of the statutory and fiduciary duties that they owe to the company. The certain duties and responsibilities are listed at sections 171 to 177 of the Companies Act 2006 and include a duty to act in the company's best interests and promote its success.
For many directors, in particular those of small to medium enterprises, who are also shareholders, these duties in many instances come naturally to them because they fall in line with their own aspirations of maximising company profits. However, it is crucial to recognise that a limited company is an entirely separate legal entity to that of the director and there should be recognition that what is best for the shareholders can sometimes not be what is in the interest of its creditors, especially when the spectre of insolvency appears.
Author: Dennis O. Cohen, Schnader Harrison Segal & Lewis LLP and Judy Selby, Judy Selby Consulting LLC
Record numbers of M&A transactions were announced in 2017, and that number is expected to increase in 2018. That doesn’t mean, however, that every announced deal is completed, that the process is always smooth, or that buyers’ expectations were always met. The uncertainty that often abounds in the M&A context, concerning everything from the seller’s corporate governance to its cyber security posture, can create obstacles that can impede and even derail a transaction.
To facilitate the process of getting to “yes,” more and more companies are turning to Representations and Warranties (R&W) insurance. R&W insurance can be a key transaction facilitator, which protects a party in the event of post-sale discovery of incorrect representations and warranties in a sales contract.
Author: Prof. Dr. H. Murat Develioglu
The "Draft Law on Amendment to Certain Laws for the Improvement of the Investment Environment" has been prepared by the General Directorate of Laws and Decisions of the Turkish Republic Prime Ministry, and has been presented to the Turkish Grand National Assembly through a Directorate dated 30.1.2018. In the aforementioned Law, there are several amendments regarding the Code on Pledges of Movables in Commercial Transactions numbered 6750 (Code numbered 6750) - which has been heavily criticized because of its content. In this study, the important portions of these amendments shall be briefly examined.