Europe: Corporate/Commercial Law

Merger and acquisition disputes and shareholder arbitrations present distinct challenges in quantifying damages, from purchase price adjustments and balance sheet warranties to business valuations and control premiums. Understanding the methodological differences between accounting-driven M&A claims and valuation-focused shareholder disputes is essential for accurate damage assessment in international arbitration.

The Court of Appeal examines whether shareholders suffered unfair prejudice when a director pursued property investment opportunities for his own benefit rather than offering them to the joint venture company.

The Luxembourg Administrative Tribunal has ruled that repayments of share premium to shareholders, without a formal share capital reduction, do not qualify for tax exemption and may be subject to 15% dividend withholding tax. This decision challenges common corporate finance practices and raises important questions about the tax treatment of distributions from equity reserves in Luxembourg.

The European Single Access Point (ESAP) Regulation introduces new procedural obligations for issuers of securities in Ireland, requiring parallel submission of prospectus, transparency, and market abuse information...

Lock-up undertakings serve as a critical mechanism in public offering processes, restricting existing shareholders and issuers from selling or transferring shares for specified periods following an initial public offering.

The European Union's Listing Act package has introduced its final wave of changes to the Prospectus Regulation, fundamentally reshaping how debt capital markets participants must structure and present offering documents. These reforms include mandatory sequencing requirements, consolidated disclosure annexes, and new ESG-specific disclosure obligations that will affect issuers, underwriters, and legal advisors across EU regulated markets.

The German Federal Finance Court (BFH) has issued a landmark interim decision with far-reaching implications for international mergers and acquisitions (M&A) practice.

Members of our structured finance team, including Priya Taneja, Stuart Axford, Martin Sharkey, Giacomo Bertolissi and Amber Chak, attended Global ABS 2026 in Barcelona.

Exclusive new data from GCs at the world’s top tech companies has revealed the most important factors governing their choice of external counsel – as well as highlighting the firms most effectively delivering on their demands.

The Department for Business and Trade has published a third progress report confirming key dates, with implementation activity and transitional periods expected to continue well into 2028.

The Court of Appeal examines whether shareholders suffered unfair prejudice when a director pursued property investment opportunities for his own benefit rather than offering them to the joint venture company.

In a recent decision, the High Court held that a sole director and the company he controlled could together be liable for the tort of unlawful means conspiracy: LUX Films Ltd v Fowler & Anor [2026] EWHC 963 (KB).