This book brings home the message that meticulous integration management is the key to success in M&A transactions. Half of all M&A transactions are unsuccessful because many companies embarking on a merger neglect this key success factor. Based on 30 years of experience of corporate mergers and acquisitions as well as the subsequent implementation of growth strategies, the authors have developed a practical manual that helps managers optimize and streamline their growth strategy using persistent integration and transformation management. The book provides first-hand accounts of M&A transactions that the authors led or were involved in, assessing each case from an insider perspective and outlining the key success factors and pitfalls. It concludes with practical checklists including the most relevant topics for each individual step toward successful integration.

This research review will appeal to researchers interested in a summary of the growing appreciation of the market for corporate control, and also to others seeking to understand this aspect of the relationship between the economics and the law of the modern corporation.

As an expansion of the book "Construction Dispute Research" published in 2014, this book presents further contributions and breaks into three new research foci in construction dispute studies. Part A discusses the conceptualization and minimization of biases in construction dispute decisions; Part B examines other impediments against settlement such as inequity, power asymmetry and loss aversion. Part C focuses on realty check of construction dispute negotiation conditions such as market competition, interdependence of contracting parties and dispute avoidance function of construction incentivization. This book showcases new ideas in construction dispute research. It offers research studies that are theory rich and conducted with robust methodologies. The research implications are practical and implementable.

This assembly of writings by scholars, lawyers, and judges on the law and policy of trademarks and unfair competition presents a rich offering that ranges across time, place, and perspective. The challenge of revealing the subject s full scope to the interested tyro and yet making experts wonder how they had somehow overlooked this or that critical article is fully met. Professors Dinwoodie and Janis and their publisher deserve thanks for bringing this treasure trove within reach of all with an interest in why and how brands are regulated.' - David Vaver, Osgoode Hall Law School, Canada and University of Oxford, UKThis comprehensive two-volume collection of leading articles in trademark and unfair competition law spans almost a century and three continents, bringing together the most influential and significant scholarly work in this exciting field. These essential volumes, with a new and original introduction by two leading contemporary writers, are organized in a way that highlights essential concepts and will be invaluable both for those taking their first steps in the area and for those seeking to re-acquaint themselves with the classics. 44 articles, dating from 1925 to 2010 Contributors include: B. Beebe, L. Bently, R.S. Brown Jr., W. Cornish, R. Dreyfuss, A. Kur, J. Litman, R. Posner, F. Schechter

This book examines the relationship between the EU investor protection regulations enshrined in MiFID and MiFID II and national contract and torts law. It describes how the effect of the conduct of business rules as implemented in national financial supervision legislation in private law extends to the issue of enforcement, and critically assesses this interaction from the perspective of EU law. In particular, the conclusions identified in the book will deepen readers' understanding of the interplay between the conduct of business rules and private law norms governing a firm's liability to pay damages, such as duty of care, attributability of damage, causation, contributory negligence and limitation. In turn, the book identifies the subordination and the complementarity model to conceptualise the interaction between the conduct of business rules and private law norms. Moreover, the book challenges the view that civil courts are - or should be - forced to give private law effects to violation of the MiFID and MiFID II conduct of business rules in line with the subordination model. Instead, the complementarity model is advanced as the preferred approach to this interaction in view of what MiFID and MiFID II require from Member States in terms of their implementation, as well as the desirability of each model. This model presupposes that courts should consider the conduct of business rules when adjudicating individual disputes, while preserving the autonomy of private law norms governing liability of investment firms towards clients. Based on analysis of case law of courts in Germany, the Netherlands and England & Wales, as well as scholarly literature, the book also compares the available causes of action, the conditions of liability and the obstacles investors face when claiming damages, as well as how and the extent to which investors can benefit from the conduct of business rules in clearing these obstacles. In so doing, under the approach adopted by national courts to the interplay between the conduct of business rules of EU origin and private law, the book shows how investors can benefit from the influence of these rules on private law norms. In closing, it demonstrates a hybridisation of private law remedies resulting from the accommodation of the conduct of business rules into the private law discourse according to the complementarity model, illustrating how judicial enforcement through private law means may contribute to investor protection.

Economic governance institutions (rules, norms and enforcement practices) define the cost and incentive structures that influence the decisions of economic actors. They therefore have a significant impact on micro and macro economic performance across countries and time. This book contributes to the growing governance literature in three ways. First, it extends the analysis to new areas such as power asymmetry, regulation, transnational company strategies, and law enforcement. Secondly, it examines the role of formal institutions that shape and enforce the rules/norms codified in law; but also private-ordering institutions that function under the umbrella of the State; and private institutions (such as market rules/norms) that provide reputational and other information that foster compliance. Finally, the book extends and enriches the governance debate, addressing issues such as the determinants of institutional quality and efficiency, and the interaction between actor networks and institutional norms. Does Economic Governance Matter? brings together state-of-the-art research and analysis that will appeal to academics and undergraduate and postgraduate students of economics, public policy, network analysis, corporate governance and business law. The book will also appeal to a wide range of practitioners and policymakers in areas such as regulation, competition, international development, corporate law and macroeconomic policy design.

The book focuses on the different aspects of business in India required to be taken care of by any businessperson, especially a foreigner, willing to do business in India. India is known for "unity in diversity." The country being a very old civilization, and of continental size with great diversity, often remains a mystery for most of the foreign investors and businesspersons who get very easily attracted to it because of the humongous market and its potential. The book goes deep into the various important aspects of business in India which essentially hold the key to success of a business venture. A good understanding of the political, economic, social, technological, environmental, and legal aspects (the PESTEL framework) of the business environment in the country holds a businessperson in good stead in comparison with others who have little or no idea of the big picture. The book discusses these aspects with pertinent examples to make understanding their interplay easy. Any person unfamiliar with India as a country will get a good idea of different aspects of the country through the PESTEL framework and will be able to understand the true meaning of unity in diversity. Also, it makes it possible for someone well versed with the system of business in India to appreciate the finer aspects. The book is divided into three modules. The first module provides an overview of business in India, scope and potential for growth, opportunities, and some good success stories. The second module goes into the details of the PESTEL framework and discusses each arm at length. The combined study of numerous factors, which has been divided into different heads for better understanding, brings out many stories giving a fantastic learning experience. A closer look at how things are changing and what can be anticipated arguably is the most important part of the book, providing pointers to remain connected with day-to-day happenings. The third module goes into the practical aspects of doing business and deals with investment, establishing and running a business in India. Altogether, the book is a complete package to facilitate ease of business in the country and will be of interest to practitioners, policy makers and researchers working in this field.

This book is the first detailed and comprehensive research of the history of the Cape Town Convention and its protocols. It critically engages with the challenges faced by the developers of this treaty, analyses thousands of pages of archived materials and derives important lessons for the development of transnational commercial law globally. The book is an invaluable addition to the existing literature on the Cape Town Convention. It also informs the debate about harmonisation of secured transactions regimes generally, and as such will be of interest to academics, legal practitioners and the judiciary involved in secured transactions law around the world. Practising lawyers will better understand the rationale behind the key provisions of the Cape Town Convention, while the treaty-making lessons will assist governmental officials, representatives of international organisations and legal advisors engaged in harmonisation of commercial law. The text covers all four protocols to the Cape Town Convention, including the MAC Protocol adopted on 22 November 2019 in Pretoria.

This book presents the essential knowledge and legal practice for establishing and operating companies in China. The book includes 6 chapters: Establishment of a Company; Shareholders, Directors, Supervisors, Senior Executives; Investment, M&A and Creditor's Rights; Financing and Guarantee; Alteration, Liquidation and Cancellation; Malfeasance Most Likely to be Overlooked. The end is a summary of the laws and regulations involved in the chapters above. From a professional perspective, this book explains and analyzes the key points, practical difficulties and potential risks that an enterprise may encounter in the process of establishment and operation, describes in detail the key points for handling various businesses and matters, the notes for selection of different administrative procedures, and conducts multi-dimensional comparison and case analysis to facilitate readers' understanding. This book is a practical guide for everyone to understand how to establish and operate a company in China, which is not only suitable for readers who want to start a business or have already started a business, but also suitable for overseas investors to fully understand how to establish and operate a company in China. It is also helpful for investors and entrepreneurs to lead the enterprise to be more standardized and more compliant so as to achieve better operation and development. In addition, this book could be used as a reference book for legal and financial professionals to help professionals become more professional.

This collection, edited by a leading authority, presents key literature published in the last 30 years discussing the topic of whistleblowing law. The papers analyze the contours of the field, including perspectives from which to examine whistleblower laws, the issues arising in the implementation of these laws and the character of global whistleblower laws. These seminal works also provide an introduction to a number of disputed issues and an examination of two areas of recent interest, including national security whistleblowers and financial incentives. Along with an original introduction by the editor, this two-volume set will be an invaluable source of reference for students, academics and practitioners interested in this area.

This book on Company Law in Brazil highlights the innovative options that the Brazilian legislature has developed in the modernization of the legal framework that governs the business activities at the same time that it broadens horizons on the perception and knowledge of the business legal regime in Brazil. It is of great importance for academics who will have the opportunity to study and teach modern Brazilian Company Law and discuss the main Brazilian theories and legal options on Company Law. It is intended to serve as a reliable source for scholars who are interested in Brazilian Company Law and general Company Law as it can be used for comparative legal studies. For business operators the book provides reliable information on how business operations can be conducted under the Brazilian legal system. The book offers a comprehensive approach of the Brazilian Company Law, ranging from the process of construction and modernization of company law in Brazil to the legal regime on insolvency and recovery of commercial entrepreneurs in Brazil. The figure of the commercial entrepreneur is highlighted, listing the main aspects to consider for the acquisition of the status of commercial entrepreneur in Brazil and the special obligations that are imposed on the business operators either individuals or companies.

This book explores the legal and regulatory aspects of the complex air cargo sector, discussing in detail the general principles of the carriage of air cargo; artificial intelligence and air cargo; facilitation; carriage of hazardous goods; human remains; and animals, as well as cargo security; price fixing and anti competitive conduct in air cargo operations; liability issues; the air cargo supply chain and contract of carriage. It also discusses related achievements of the International Civil Aviation Organization; the International Air Transport Association and Airports Council International. The value of goods carried by airlines represents 7.4% of the global Gross Domestic Product. While cargo carried by air accounts for less than 1% of global cargo carriage, airlines carry 35% of the value of world trade, making this industry highly valuable and efficient, and the most reliable way to transport goods throughout the world. On average, airlines transport 52 million metric tons of goods per annum, worth an equivalent of $6.8 trillion, i.e. $18.6 billion worth of goods daily.

The premise of this volume is that business regulations are expected to grow in the near future as a consequence of the emergence of a "(world) risk society." Risks related to terrorism, climate change, and financial crises, for example, will penetrate all conditions of life. Increasingly, the decisions and actions of some bring about risks for many in this era of globalization. Controlling these risks implies managing the world through high-quality regulation, with a particular emphasis on businesses and financial institutions. Central to this approach is the argument that a major, if not the primary, aim of regulation is to internalize externalities, or in a broader context, to repair market failure. Such repair can only be accomplished when the costs are smaller than the welfare gains. Featuring contributions from researchers and policy analysts from the fields of economics, management, law, sociology, political science, and environmental policy, this book focuses on three major topics: * Social risks and business regulation * Preconditions for better business regulation * Theoretical issues related to better business regulation Collectively, the authors demonstrate that the easier it is for regulated businesses to comply at the lowest costs possible-without jeopardizing the related public goals-the greater the degree of compliance. When successful, the net result is a balance of individual and collective net benefits, and by further implication, sustainable business practice and economic growth.

Provides a comprehensive list of the reference material that needs to be considered for more than 15 jurisdictions within this geographical region. Each jurisdiction chapter is written by a well-known practitioner experienced in the application of FIDIC contracts in the specific jurisdiction. The material is closely aligned with FIDIC publications and provides practical guidance on the application of FIDIC's recent second editions which is not available elsewhere.

Since the prohibition of the threat or use of force and the resurgence of (economic) nationalism, economic warfare has become an increasingly important substitute for actual hostilities between states. Its manifestations range from medieval sieges to modern day trade wars. Despite its long history, economic warfare remains an elusive term, foreign to international law. This book seeks to identify those portions of international law that are applicable to economic warfare. What is the status quo of regulation? Is there a jus ad bellum oeconomicum? A jus in bello oeconomico? After putting forward its own definition of economic warfare, the book reviews historical case studies - reflecting the three main branches of international economic law: trade, investment and currency - to identify pertinent legal boundaries. While the case studies reveal that numerous rules of international (economic) law regulate (specific measures of) economic warfare, it remains to be seen whether - analogously to the prohibition of the threat or use of force - these selective limitations have the potential to coalesce into a general prohibition of economic warfare in the future.

This edited volume provides critical reflections on the interplay between politics and law in an increasingly transnationalized global political economy. It focuses specifically on the emergence and operation of new forms of governance that are developing through a variety of transnational contractual practices, institutions, and laws in multiple sectors and areas of economic activity. Interdisciplinary in nature, the volume includes contributions from law, political science, sociology, and international politics, with the focus on the political foundations of transnational contract being both original and path-breaking. Placing power at the center of the analysis, the volume reveals the heterogeneous landscape of contemporary law-making and the different kinds of politics giving rise to this form of global ordering. As the contributors note, this new form of governance requires a different type of political theory and legal theory, with the volume advancing understanding of the analytical, theoretical and normative dimensions of private transnational governance by contract, making a valuable contribution to new theory in law and politics. It will be of great interest to students and academics in law, political science, international relations, international political economy and sociology, as well as international commercial arbitration lawyers, trade and investment lawyers, and legal firms.

Hoteliers, restaurateurs, licensees and catering managers will, in the course of their work, enter into many legal relationships with other parties whilst at the same time being required to adhere to all of the statutory laws that apply to their business. A sound knowledge of the law is therefore important to the professional owner or manager, as are knowledge of business management and the fundamental skills of the profession.

The very foundation of the economy is changing. Across the United States, primary and secondary sector industries are no longer as viable as they once were - because the particular businesses are no longer profitable, because the underlying resources are no longer as plentiful or desirable, or because human activity is not essential to various aspects of an industry's operations. As economies evolve from traditional industrial resources, such as mining and manufacturing, to 'new' resources, such as information and content, innovation and entrepreneurship are key. Entrepreneurship and Innovation in Evolving Economies examines the role of law in supporting innovation and entrepreneurship in communities whose economies are in transition. It contains a collection of works from different perspectives and tackles tough questions regarding policy and practice, including how support for entrepreneurship can be translated into policy. Additionally, this collection addresses more concrete questions of practical efficacy, including measures of how successful or unsuccessful legal efforts to incentivize entrepreneurship may be, through intellectual property law and otherwise, and what might define success to begin with. Expertly researched and widely accessible, Entrepreneurship and Innovation in Evolving Economies will appeal especially to students and scholars of innovation, law, and entrepreneurship. Contributors: M.M. Carpenter, S. Ghosh, E.J. Gouvin, S.D. Jamar, A.L. Johnson, B. Krumm, P.H. Lee, M.J. Madison, L. Mtima, S.M. O'Connor, M. Risch, F.G. Snyder, E. Townsend Gard

This monograph, which was also designed as a short reference book for specialized undergraduate and graduate courses on EU law, intends to shed light on, and legally frame, the evolution of the doctrine of services of general economic interest (SGEIs). The book emphasizes the pivotal role played by SGEIs in striking a fair balance between market and social objectives. To this end, the book claims, first of all, that SGEIs have a dual nature inasmuch as they act as a limitation to/derogation from the free market and, simultaneously, as a value and positive obligation addressed at national authorities, undertakings, and EU institutions. The EU notions of access to public services and universal service are the clearest signal of such phenomenon. Secondly, the book claims that the transfer of competences from the Union to the Member States and the reaffirmation of Member States' sovereignty in crucial sectors of the economy are not the only solutions to foster social rights. In fact, this narrative is apt to undermine the foundations, spirit, and purpose of the process of European integration, especially at a time like the present, when new forms of populism and anti-Europeanism are on the rise, and when a European response is imperative to counter the spread of the coronavirus in European countries. The book concludes that SGEIs' regulation is an area of law where the EU institutions have generally successfully put into action and consolidated the social market economy principles on which the EU was founded. This is even further proof that the EU is not merely the reflection of interests linked to market completion, but also and foremost a 'Community based on the rule of law'. The book will be a valuable resource for academics and researchers in EU Law, European Public Law and EU competition law.

This volume of essays draws together research on different types of collective actions: group actions, representative actions, test case procedures, derivative actions and class actions. The main focus is on how these actions can enhance access to justice and on how to balance the interests of private actors in protecting their rights with the interests of society as a whole. Rather than focusing on collective actions only as a procedural device per se, the contributors to this book also examine how these mechanisms relate to their broader social context. Bringing together a broad range of scholarship from the areas of competition, consumer, environmental, company and securities law, the book includes contributions from Asian, European and North American scholars and therefore expands the scope of the traditional European and/or American debate.

This adjudication textbook uniquely brings together a comprehensive analysis of, and commentary on, the Construction Contracts Act 2013 with a real-world perspective of adjudication, considering the knowledge, process and skills parties and adjudicators require in order to successfully participate in the adjudication process. Drawing on combined experience of 40 years in construction law, the authors provide invaluable guidance for all stakeholders in the adjudication process. The authors analyse and comment on the adjudication provisions of the Construction Contracts Act and describe prudent practice and procedure required to comply with Irish adjudication law, including case studies, case law and sample documentation for those to be involved as the parties, or those who want to act as adjudicators. Aimed at contractors, sub-contractors, developers, employers, construction, engineering and legal professionals and students, all of whom are either involved, or have an interest, in dispute resolution and adjudication.

This reprint of a 1996 book examines the legal issues and discusses the case law concerning the availability of consequential damages (including lost profits) and punitive damages in a construction contract dispute. The book first reviews the case law concerning how to measure damages. Thereafter, the book is divided into three general sections: lost profits, other consequential damages, and punitive damages. The narrative is a discussion of the pertinent case law with citations. This book provides information on the law but not legal advice.

The book broadly covers Commercial Law and Employment Law as subject areas, and also Competition Law and Insurance Law in detail. It aims at providing the reader with a broad overview of the legal transactions that a business enterprise would engage in. Further, the book includes the theoretical foundation of Data Protection Law as well as a framework for the compliance practices in this area. Another importance of this book is that it covers new amendments to Turkish Constitution, which provides individuals to apply to the Constitutional Court and will have an impact on commercial activities.

Provides construction industry professionals with a practical and detailed guide to the NEC4 contract The NEC contract takes a collaborative, project management based approach to construction projects, which is very different to the other standard forms of construction contract. This new edition of the book covers all changes in the 4th Edition of the Engineering and Construction Contract, issued in June 2017, and will provide practical guidance to help users transitioning from NEC3 to NEC4. Inside A Practical Guide to the NEC4 Engineering and Construction Contract, readers will find chapters on the background of the NECECC; contract data and other documents; the'spirit of mutual trust'; all of the individuals involved in the process (eg: project managers, clients, supervisors, subcontractors, etc.); communication issues, early warnings and other matters; quality management; titles; dealing with timing; payment processes; cost components; compensation procedures and assessments; dealing with terminations; dispute resolution; completing the contract and more. A practical guide to the application of the procedures contained in the newly issued NEC4 Engineering and Construction Contract Provides detailed guidance on the use of the agreement, which is claimed to offer increased flexibility, improved clarity and greater ease of use Written specifically for people actually using and administering the NEC contracts Features 3 appendixes covering tables of clause numbers, case law and statutes; employer's, project manager's, supervisor's, contractor's and adjudicator's actions; and communication forms and their uses. First launched in 1993, the NEC has become one of the UK's leading standard forms of contract for major construction and civil engineering projects, making A Practical Guide to the NEC4 Engineering and Construction Contract a must-have resource for any contractor using the latest version of this contract.

This book analyzes the impact of COVID-19 on corporations in Malaysia, discussing the challenges and the corporations' responses to them. The relevant provisions in the Companies Act 2016 are examined, and where necessary, reforms are proposed in light of the new business environment brought on as a result of the pandemic. The book also discusses the interim measures initiated by the various regulators in order to mitigate the impact of COVID-19 and analyzes the adequacy of such measures by drawing analogous positions from countries such as the UK, Australia, and Singapore. This book is a helpful guide for practitioners to manage the impact of COVID-19 on corporations and the Companies Act 2016. The book is a reference point for regulators and policy makers in crafting policies to combat the impact of COVID-19.