Legal & Regulatory Bulletin – Issue No. 13, Winter 2015

Thank you for sharing your thoughts and comments on issues of concern to you and opportunities identified in the EMPEA Legal & Regulatory Bulletin.

Your thought leadership and participation through the Bulletin and EMPEA’s other delivery channels inform EMPEA’s engagement with government policymakers and regulators. To deepen that engagement, in September, EMPEA welcomed Ann Marie Plubell as Vice President, Regulatory Affairs. She works closely with the members of the Legal & Regulatory Council, the EMPEA membership and the EMPEA Board to develop and oversee impactful regulatory advocacy efforts. These include efforts to support our members’ interest in developing legal and regulatory enabling environments that do not disadvantage private capital and recognise the sustainable economic growth and benefits private capital provides to the people living in the emerging markets where EMPEA’s members are focused.

In this issue the focus is on:

• OECD and Tax by King & Wood Mallesons: Stephen Pevsner, Laura Charkin and Andrew Pollock of King & Wood Mallesons outline the OECD’s International Tax Avoidance Project and four OECD action plans, which are likely to be of specific interest to private equity firms and investors; and

• U.S. Foreign Corrupt Practices Act by Covington & Burling: Covington & Burling’s Don Ridings and Philip Levitz provide cautionary highlights and due diligence procedures to identify the multiple risks of costs, fines and business losses private equity firms may face when purchasing or investing in a company with operations outside the United States in light of the growing size of criminal penalties being imposed under the U.S. Foreign Corrupt Practices Act; and

• India and Rupee Non-Convertible Debts: Khaitan’s associates, Ashwin Bishnoi and Arjun Rajgopal, highlight the reasons why rupee denominated non-convertible debt in India has attracted the interest of private equity investors plus future opportunities and challenges as the Indian government seeks to improve the ease of investing and doing business in India and increase the avenues of capital available to Indian companies; and

• Mexico and Energy Reform: Daniel E. Sánchez and José Ignacio Segura Alonso from White & Case discuss how Mexico’s energy and infrastructure reforms have opened the way for considerable growth in opportunities through the federal public-private partnerships or other forms of doing business related to energy-infrastructure projects as well as projects in transportation, communications and other fields.

EMPEA’s Legal and Regulatory Council Updates:

The Council met in October and is working closely with Ann Marie to improve the EMPEA Guidelines setting out key elements of legal and tax regimes optimal for the development of private equity-indeed for all forms of private capital. Guideline translation into French is complete. In addition, translations into Arabic, Burmese and Portuguese are progressing with Mandarin and Spanish planned.

We look forward to meeting May 12th and 13th at the IFC/EMPEA Global Private Equity Conference in Washington, DC, where regulatory discussions with the US SEC and others will feature prominently.

A very happy new year to you all,

Mark Kenderdine-Davies
General Counsel, CDC Group plcChair, EMPEA, Legal & Regulatory Council



The OECD’s International Tax Avoidance Project and Private Equity

FCPA Due Diligence in Private Equity: Effective Risk Management

Private Equity Through Debt: Opportunities for Private Equity in India

Mexico: Structural Reforms on Energy and Infrastructure. What’s Next?