The item you have requested is not currently available in English and you have been redirected to the next available page. You may use your browser's back button to return to the item you were viewing.
Learn more about our Canada capabilities
Learn more about our United States capabilities
Learn more about our Latin America and the Caribbean capabilities
Learn more about our Europe capabilities
Learn more about our United Kingdom capabilities
Learn more about our Central and Eastern Europe capabilities
Learn more about our Russia, CIS and the Caucasus capabilities
Learn more about our Africa capabilities
Learn more about our Middle East capabilities
Learn more about our Central Asia capabilities
Learn more about our China capabilities
Learn more about our ASEAN capabilities
Learn more about our Asia Pacific capabilities
Learn more about our Australia capabilities
At Dentons, we bring together top tier talent found at the intersection of geography, industry knowledge and substantive legal expertise. Start by clicking here
Dentons Ranked No. 1 in Midwest Real Estate News "Best of the Best 2018"
For the fifth consecutive year, Dentons' Real Estate practice has been ranked No. 1 on the "Best of the Best" list by Midwest Real Estate News.
With all the changes and announcements in 2018, our Eurozone Hub has collated the following supervisory outlook for 2019 as a non-exhaustive “Playbook” for Banking Union Supervised Institutions and other regulated market participants already based in or otherwise relocating to the EU and/or the Eurozone.
Canada Federal Budget 2019
In the wake of the release of the much-anticipated 2019 Federal Budget, members of Dentons’ Tax group, together with a team at Wolters Kluwer, have prepared a Special Report which provides a detailed analysis and concise summary of the changes featured in the Budget.
Global tax guide to doing business in... 2019
Our Global tax guide to doing business in… highlights the complexities of corporate tax systems in 28 countries across Africa, the Americas, Asia Pacific, Australia and Europe.
US Policy Scan 2019
In Policy Scan 2019, Dentons' US Public Policy team's annual analysis of the legislative and political landscape, we take a close look at the issues, questions and conflicts that will dominate the dialogue on Capitol Hill and in the White House over the coming year.
Starting your career as a student at Dentons exposes you to a world of experience and opportunities
Dentons is home to top-tier talent that is found at the intersection of geography, industry knowledge and substantive legal experience. Working with Dentons, you will have the opportunity to learn from the best lawyers in the industry at the largest law firm in the world.
The Legal 500 EMEA 2019 recognizes over 130 Dentons lawyers
The 2019 edition of The Legal 500 Europe, Middle East and Africa has recognized 133 Dentons lawyers, of which 89 have been included in the elite “Leading Lawyers” list, while 44 are listed as “Next Generation Lawyers”.
Dentons launches Market Insights publication: “Digital Transformation and the Digital Consumer”
Dentons, the world’s largest law firm, has launched a new Market Insights publication entitled “Digital Transformation and the Digital Consumer”, which examines the legal implications of the online economy.
Dentons ranks across 68 tables securing 109 individual and 43 practice rankings in Chambers USA
Global law firm Dentons earned 109 individual and 43 practice rankings - a 20% increase over last year - in the most recent edition of Chamber USA.
The Government of the Republic of Côte d’Ivoire sought to clarify whether OHADA Member States (Member States) retain the powers to enact new legislation with respect to the domestic commercial law legislation. Whilst the issue has been considered before the Abidjan-based Court of Justice and Arbitration (CCJA), the Republic of Côte d’Ivoire’s view is that Member States may enact new domestic commercial legislation provided that such legislation does not contradict, in form, substance, or spirit, the provisions of the Uniform Act adopted by the OHADA (as provided for in the CCJA, Opinion, 30 April 2001, nº 001/2001/EP).
By way of example, Côte d’Ivoire Law nº 2015-903 of 30 December 2015 (Law 903) lowered the share capital threshold requiring the board of directors' approval in instances where corporate officers or shareholders wish to contract with the company (directly or otherwise) to 5 per cent (of the total share capital of the company). The Ivorian legislator had presumably considered that this law, although more onerous than that of Article 438 of the Uniform Act of Corporate Companies Law (AUDSCGIE), was nonetheless valid because it was not contrary to AUDSCGIE.
However, this Ivorian law was problematic. Although the supervisory power conferred on the board of directors was not circumvented, when it is exercised more strictly than provided for in AUDSCGIE, this reinforced supervision has the effect of contradicting or hindering the recognised right granted to shareholders and corporate officers to enter into agreements with the company that are not subject to prior authorisation (by the board of directors). This contradiction or hindrance should have sufficed to declare the provisions of Law 903 contrary to those of AUDSCGIE.
However, the CCJA (as provided for in its Opinion, 16 February 2017, nº 002/2017) does not take up this interpretation and instead states that any domestic (commercial) legislation which has not been authorised by the relevant AUDSCGIE authority is incompatible with it, even when it is identical to a provision of the AUDSCGIE (or it can be implicitly deduced that it is the same). In other words, Member States may only change their domestic legal order within the limits of the specific exemptions granted to them in terms of AUDSCGIE. For this purpose and in the present case, the AUDSCGIE does not foresee any exemptions to Article 438.
In the event that AUDSCGIE is silent on a particular aspect of commercial law, would this result in Member States being prohibited from enacting legislation that deals with these particular aspects, as this legislation would in any event first have to be authorised by AUDSCGIE? If this is the case, it would appear that the relevant AUDSCGIE authority would have overreaching powers.
Such an approach is perilous, when no clear guiding principle is stated in AUDSCGIE (with regard to the authorisation of domestic commercial legislation of Member States by AUDSCGIE). By way of example, AUDSCGIE is silent on the (i) possibility of having staff representatives appointed to the board of directors, (ii) granting of all or part of the employees of a company stock options, and (iii) transfer of the registered office of a company domiciled in a third-party State to a Member State. Accordingly, does this mean that OHADA law prohibits Member States from enacting domestic law on these aspects? We hope that this is not the case. If so reform of AUDSCGIE would be necessary to deal with this lacuna in the law.