Legal & Regulatory Bulletin – Issue No. 12, Summer 2014

The twelfth issue of the EMPEA Legal and Regulatory Bulletin echoes the dynamic, fluid nature of the emerging markets regulatory landscape. In this issue we explore how country-specific regulatory developments are creating challenges and opportunities for private equity investors and practitioners. The issue specifically looks at recent developments in Brazil, Eastern and Southern Africa, India and Indonesia. We also provide an overview of the recently released report from the US National Advisory Board (NAB) on Impact Investing, which outlines policy recommendations aimed at promoting a domestic impact investing market.

We begin in Brazil, where TozziniFreire Advogados’ Renata Muzzi Gomes de Almeida and Shin Jae Kim describe the implications of the country’s newly enacted anti-corruption law, widely known as the Brazilian Clean Company Act.

Moving east, Adam Lovett and Heather Irvine from Norton Rose Fulbright analyse the impact of new merger regulations enforced by the Competition Commission of the Common Market for Eastern and Southern Africa (COMESA). Nandan Nelivigi from White & Case takes us further east to India and describes how the country’s new corporate law is creating challenges in structuring private equity investments, specifically in capital structuring and the distribution of profits.

Next we travel to Indonesia where Oentoeng Suria & Partners in association with Ashurst provides readers with practical information about investing in that country. Toby Grainger, Satyam Sharat and Alwin Redfordi explore various structures for businesses and investment in the country and provide an overview of the recent changes to foreign investment regulations.

We conclude our international regulatory tour back in North America with a review of the US National Advisory Board on Impact Investing report, Private Capital, Public Good: How Smart Federal Policy Can Galvanize Impact Investing—and Why It’s Urgent. The work is part of a global effort that commenced at the 2013 G8 meetings in London aimed at exploring how impact investing can accelerate economic growth and address some of society’s most important issues. The report outlines US domestic policy recommendations, specifically focusing on strategies for making laws and regulations easier for social impact investors to work with government agencies.

The EMPEA Legal and Regulatory Council is pleased to welcome five new members and one new representative. They are Antonio Felix de Araujo Cintra of TozziniFreire Advogados, Mark Davies of Ashurst, Gordon Myers of IFC, George Springsteen of IFC Asset Management Company and Bill Sturman of Covington & Burling. We are also pleased to welcome Nigel Wellings as Clifford Chance’s representative. With their help we hope to influence the impact of global regulatory developments on the asset class and enhance our members’ understanding of the same.

We look forward to meeting October 14th and 15th, where regulatory discussions will feature prominently.

We look forward to engaging with you again in Autumn—until then enjoy the rest of your summer.

Mark Kenderdine-Davies General Counsel and Company Secretary
CDC Group plc
Chair, EMPEA Legal and Regulatory Council

In This Issue

The New Brazilian Clean Company Act

New Regional African Merger Regulation: Impact on Private Equity

India’s New Corporate Law: Challenges in Structuring Private Equity Investments

Investing in Indonesia: RecentDevelopments

Brief: The US National Advisory Board Outlines Policy Recommendations Aimed at Promoting Impact Investing