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Burger King Worldwide Holdings, Inc. To List On New York Stock Exchange Through Agreement With Justice Holdings, Limited

News shared by Tegris Advisors: Burger King Worldwide Holdings, Inc. (“Burger King Worldwide”), the world's second largest fast food hamburger restaurant chain, and Justice Holdings Limited (“Justice”) (LSE: JUSH), a publicly listed UK investment vehicle, today announced that they have entered into a definitive business combination agreement. Under the terms of the agreement 3G Capital, a global investment firm and Burger King Worldwide’s principal stockholder, will receive approximately $1.4 billion in cash and continue as the majority shareholder. The Justice shareholders...
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Customs Issues Latest Guidance For Verifications Of Trade Preference Claims (Textiles & Wearing Apparel)

Grunfeld, Desiderio, Lebowitz, Silverman & Klestadt LLP Update As importers of textiles and apparel have observed in recent years, verifications of duty-free / preferential duty claims can oftentimes involve dizzying requests for a myriad of extremely detailed documents -- with claims being subject to rejection for seemingly inconsequential omissions or minor inconsistencies. The exercise has been further complicated by differing interpretations among the ports as to the nature of the required documents. In its latest effort to provide uniformity and clarity...
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Belgium: New Tax Measures in 2012: What to Expect

NautaDutilh Update by Benoît Malvaux and Kurt Demeyere of NautaDutilh After lengthy negotiations to form a government, a political compromise was finally reached.  Prime Minister Di Rupo announced in his State of the Union address on 7 December 2011 that the federal budget deficit must be reduced by EUR 11.3 billion in 2012 in order to meet the criteria set by the Maastricht Treaty.  In this regard, the Act of 28 December 2011 (the "2011 Act") already introduced a number of...
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New Reporting and Documentation Requirements for Mergers and Divisions in Belgium

NautaDutilh Update On 8 January 2012, an act implementing Directive 2009/109/EC (the "Directive") was adopted by the Belgian Parliament (the "Act"). The Act entered into force on 18 January 2012. The Act was adopted in response to the European Commission's comments that some of Belgium's reporting and documentation requirements for mergers and divisions were outdated and excessive; the purpose of the Act is to reduce the administrative burden in this regard. The Act provides new rules with respect to the reporting...
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Simplification and flexibilisation of rules governing Dutch BVs

NautaDutilh Update On 1 March 2012 the Dutch Minister of Security and Justice confirmed that his target date for the entry into force of the legislation simplifying the rules applicable to private limited liability companies is 1 July 2012. The bills are currently before the upper house of the Dutch parliament. This newsletter summarises the most important changes under the proposed new rules. The Private Company Law (Simplification and Flexibilisation) Bill – the "Flex BV Bill" – has been before the upper...
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Pricing Risk – Contracting with a SIFI: Private Equity Firms, Insurance Companies, and Hedge Funds

PEPPER HAMILTON, LLP - CLIENT ALERT On April 3, 2012 at a public meeting, the Financial Stability Oversight Council (FSOC) finalized a rule that establishes a protocol for determining which non-bank financial companies (including private equity firms, insurance companies, and hedge funds) may be classified as a "systemically important financial institution" (SIFI). The final rule was passed pursuant to Section 113 of the Dodd-Frank Act, which authorizes the FSOC to require a non-bank to be supervised by the Federal Reserve Board...
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Cut Unjustified Tax Loopholes Act Would Favor Foreign Fund Managers over U.S. Managers

PEPPER HAMILTON - CLIENT UPDATE Steven D. Bortnick | bortnicks@pepperlaw.com Timothy J. Leska | leskat@pepperlaw.com In March 2009, Sen. Carl Levin (D-Mich.) introduced the Stop Tax Haven Abuse Act (S. 506) (the “2009 Act”) to “stop tax cheats” and target “off-shore tax abuses that rob the U.S. Treasury.” Although most of its provisions never were enacted, it did lead to the passage of sweeping withholding and information-gathering rules contained in the Foreign Account Tax Compliance Act (FATCA). Sen. Levin, through his Cut...
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CFPB Issues Proposed Rule on Privileged Information Obtained from Supervised Entities and House Passes Bill that Would Authorize It, But Concern Remains About Erosion of Attorney-Client Privilege

Pepper Hamilton LLP Client Alert  - April 2, 2012 The Consumer Financial Protection Bureau (the Bureau) announced a proposed rule (the Proposed Rule) to codify protections for privileged information obtained by the Bureau from financial institutions and other entities it supervises. The Proposed Rule provides that any supervised entity that submits privileged material to the Bureau (such as communications with counsel) in the course of the supervisory process does not waive the privilege. On March 26, 2012, the House of Representatives...

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