This article is part of Portolano Cavallo’s “INFORM@Corporate” Newsletter. Click here to subscribe. | 1. Introduction The Court of Milan has recently ruled, that breaches of representations and warranties on the target’s business and its assets (so called “business warranties”) cannot trigger the termination of the shares purchase agreement pursuant to section 1497 of the Italian Civil Code. This Section, generally applicable to any sale-purchase agreement, reads “when the goods sold do not have the qualities promised or the  qualities essential for the intended...

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Key insights Examiners at both the state and federal levels are focusing on technology service provider contracts and ongoing vendor management and oversight. Before you finalize contracts, evaluate the technology service provider’s proposal and appraise pricing. Clearly define the rights and responsibilities of both parties before you sign the contract. Establish that you have protection against service disruption that could impact your access to the system and your ability to provide services. More than ever, financial institutions rely on vendors...

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EGF approved nearly half its planned 2021 financing for SMEs, mid-caps and public sector The €24.4 billion European Guarantee Fund, part of an initial EU COVID-19 recovery package to be deployed within 2021, is about to hit halfway mark €11.7 billion in financing to support businesses around the EU in COVID-19 pandemic Approved funding is expected to mobilise nearly €94 billion The European Guarantee Fund (EGF), part of the €540 billion EU recovery package agreed in 2020, has approved funding amounting...

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With several months of delay, the European Commission this week adopted its ambitious plan for reforming the EU’s corporate taxation system over the coming years, proposing broad short-term and long-term measures to promote a robust, efficient and fair business tax system in the European Union.  The new strategy, presented by Commission Executive Vice-President for an economy that works for people, Valdis Dombrovskis, and Economy Commissioner, Paolo Gentiloni, is a renewed attempt to reform the EU’s corporate tax system since Member States...

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Previously published in the American Society of International Law | Paul Hughes and Alex Melia co-authored an article titled “Parent Company Influence Over Group Compliance Policies” for the American Society of International Law. The article, published May 6, discusses UK company governance obligations, the adoption of corporate compliance programs, and the degree to which new UK case law may render parent companies directly liable for those programs that have been implemented on a group-wide basis. Authors: Paul Hughes, Of Counsel, STEPTOE ...

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Planned reductions in the U.S. defense budget over the next few years mean that the Department of Defense (DoD) has been challenged to spend less while rebuilding military readiness. To confront this challenge, various parts of the DoD are working on making weapons systems development more agile. The complete defense supplier ecosystem is now expected to deliver affordable, new technologies faster and maintain competitive advantage within the allocated budget, which may mean moving away from traditional cost-type contracts. The timeline for upcoming military programs...

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In response to a series of cyberattacks against the United States and its critical infrastructure, including the SolarWinds breach, President Biden recently issued an executive order on Improving the Nation’s Cybersecurity (Cyber EO). The Cyber EO creates several new cyber and data protection requirements that will impact organizations providing, directly or indirectly, cloud services, software solutions, and other information technology to the federal government. Compliance with the Cyber EO, and the resulting changes to the Federal Acquisition Regulation (FAR) and Defense Federal...

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A new retirement plan offering may help your business pool resources with other companies to provide retirement benefits for your employees — but are the trade-offs worth it for your organization? Key insights Smaller businesses may be able to use PEPs to provide more robust retirement plans than they could individually. Some businesses could greatly benefit from providers assuming oversight and some liability. These plans lack flexibility and have not undergone the test of time, but they may still be...

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