A&O Shearman Europe insights

The asset management industry is consolidating at pace. Rising costs, regulatory pressure, and investor demands are pushing firms toward scale. But while the strategic logic of mergers in this sector is often compelling, the legal, operational, and investor-relations challenges that follow a deal can make or break the outcome. What does it take to execute a successful asset management merger? 

Miao Wang, funds and asset management partner at A&O Shearman in Luxembourg, and M&A partner Peter Myners explore the dynamics driving consolidation in the asset management market.  

What are the key differences between defensive mergers, aimed at managing rising costs, and growth-driven strategies? What does rigorous due diligence look like in this sector, and what are the legal and commercial pitfalls that most commonly derail deals? And what does post-merger operational integration demand of management teams and their advisers? 

Drawing on real-world examples from high-profile transactions, the discussion also turns to the future of asset management in Luxembourg and the regulatory and competitive forces that will shape consolidation activity in the years ahead. 

A&O Shearman M&A delivers expert insight from A&O Shearman's dealmakers on the strategic and legal dimensions of mergers, acquisitions, and market consolidation. Each episode draws on live deal experience to address the questions that matter most to M&A professionals, investment managers, and senior executives. Designed for those driving and advising on complex transactions across jurisdictions. 

With investor expectations shifting, regulatory requirements evolving, and sustainability reporting gaining formal legal weight, preparing an annual report and AGM has become a more complex undertaking than ever. For company secretaries and governance professionals heading into 2025, this episode is essential preparation. 

In this podcast, a panel of A&O Shearman specialists provide a comprehensive overview of the key issues and decisions facing boards and company secretaries as they plan their next reporting cycle.  

The episode covers four distinct areas: market trends and investor expectations for AGM format and business in 2025; key issues for annual reports, including the impact of changes to the UK Corporate Governance Code and UK Listing Rules; recent developments in sustainability-related reporting; and horizon scanning on likely future developments in UK governance and reporting. 

Company secretaries, general counsel, and governance teams preparing for their next annual cycle will leave this episode with a structured view of the decisions ahead, the changes that require immediate attention, and the trends worth monitoring for the year beyond. 

Remote work is a permanent feature of the modern workplace. But the tax implications of employees working across borders remain poorly understood, inconsistently applied, and frequently underestimated by businesses. The risks, including permanent establishment exposure, double taxation, and social security complications, are both real and growing. 

Brin Rajathurai, knowledge counsel for Europe leads a cross-border discussion with tax specialists from across the firm. Together they examine how remote work arrangements affect an employer's tax position, what businesses need to understand about the rules in key European jurisdictions, and how a poorly managed remote work policy can create significant and unexpected tax exposure.  

What triggers permanent establishment risk? How are European tax authorities approaching the enforcement of remote work rules? And what does a compliant, commercially workable remote work policy actually look like? 

HR leaders, in-house tax counsel, and compensation and benefits teams managing cross-border workforces will leave this episode with a framework for identifying where their current remote work policies create tax risk, and the questions to ask to address it. 

Episode 4: When a group of companies faces insolvency, legal complexity multiplies. Italian law has historically struggled to address group insolvencies in a coherent and coordinated way. The third amendment to the Italian Business Crisis and Insolvency Code changes that, and understanding the new framework is essential for anyone advising companies with group structures operating in Italy. 

Here, our restructuring specialists examine the key changes the third amendment introduces to judicial liquidation, with a specific focus on the provisions governing group companies.  

What new tools does the amended code provide for coordinating the insolvency of group entities? How does judicial liquidation now interact with the other restructuring procedures in the revised framework? And what are the practical implications for creditors, directors, and advisers when a group structure is involved? 

Corporate lawyers, restructuring advisers, and in-house counsel working with Italian group structures will leave this episode with a clear read of the new rules and the immediate questions they raise for companies in, or approaching, financial difficulty. 

Note: This episode is recorded in Italian. 

Restructuring Essentials provides detailed commentary from A&O Shearman's restructuring specialists on the key changes introduced by the third amendment to the Italian Business Crisis and Insolvency Code. Each episode examines a specific restructuring mechanism and its practical implications for companies operating in Italy.  

Episode 3: Concordato preventivo is one of Italy's most widely used restructuring tools. Its ability to allow a company to propose a reorganization plan while protected from creditor action has made it a cornerstone of Italian insolvency practice.  

The third amendment to the Italian Business Crisis and Insolvency Code introduces significant changes to how concordato preventivo operates, with implications for how it will be used, when it is available, and what it demands of debtors and their advisers. 

In this episode, we examine the key changes to concordato preventivo under the amended code. What has changed in the conditions for access to the procedure? And what do the revised rules mean for the strategic choices available to companies seeking to restructure their obligations in Italy? 

Restructuring lawyers, financial advisers, and corporate directors managing companies under financial pressure in Italy will leave this episode with the practical detail needed to assess whether concordato preventivo remains the right tool under the new framework. 

Note: This episode is recorded in Italian. 

Restructuring Essentials provides detailed commentary from A&O Shearman's restructuring specialists on the key changes introduced by the third amendment to the Italian Business Crisis and Insolvency Code. Each episode examines a specific restructuring mechanism and its practical implications for companies operating in Italy. 

Episode 2: Italy's restructuring landscape has been redesigned. The third amendment to the Italian Business Crisis and Insolvency Code has modified, expanded, and in some cases fundamentally altered the toolkit available to companies facing financial difficulty. For legal advisers and corporate directors navigating this environment, clarity on which tools remain available, which have changed, and which are now most strategically useful is a prerequisite. 

In this episode, our restructuring specialists map the main restructuring mechanisms under the amended code, explaining how each tool has been affected by the latest legislative changes. Which procedures offer the strongest protection from creditor action? Where have the eligibility requirements or content obligations been modified? And how should companies and their advisers be approaching the choice of restructuring route given the revised landscape? 

Legal professionals and corporate advisers supporting companies through financial difficulty in Italy will leave this episode with an updated map of the restructuring toolkit and the framework to select the right route for their specific situation. 

Note: This episode is recorded in Italian. 

Restructuring Essentials provides detailed commentary from A&O Shearman's restructuring specialists on the key changes introduced by the third amendment to the Italian Business Crisis and Insolvency Code. Each episode examines a specific restructuring mechanism and its practical implications for companies operating in Italy. 

Episode 1: The third amendment to the Italian Business Crisis and Insolvency Code is now in force. Its reach extends across the full range of restructuring procedures, altering the conditions, requirements, and strategic value of each one. For companies in financial difficulty and the advisers guiding them, understanding what has changed, and what it means in practice, is now urgent. 

A&O Shearman's restructuring specialists open this series by examining the key changes the third amendment makes to composition with creditors. What are the revised requirements for accessing the procedure? How have the rules governing creditor voting and plan content been modified? And what do the changes mean for the relative attractiveness of composition with creditors compared with other restructuring routes available under the amended code? 

Corporate directors, legal advisers, and restructuring professionals beginning to engage with the new Italian framework will leave this first episode with a clear foundation for understanding how the landscape has changed and where the most significant practical implications lie. 

Note: This episode is recorded in Italian. 

Restructuring Essentials provides detailed commentary from A&O Shearman's restructuring specialists on the key changes introduced by the third amendment to the Italian Business Crisis and Insolvency Code. Each episode examines a specific restructuring mechanism and its practical implications for companies operating in Italy.

Episode 1: Workplace investigations have never been more legally complex. Employees today are acutely aware of their procedural rights and more likely to challenge the integrity and fairness of the process, especially when the outcome does not go in their favor. Every phase of an investigation is now potentially subject to legal scrutiny, and a misstep at any point can unravel an otherwise well-founded process. 

Sarah Henchoz, global head of employment litigation at A&O Shearman, shares her insight and best practice guidance on how to design and run investigations that will withstand challenge.  

What does a legally defensible investigation process look like in practice? How should employers handle the intersection of confidentiality, employee privacy rights, and legal professional privilege, particularly when communications between HR and legal teams become relevant? And how do you manage a process that is simultaneously fair to the subject and robust enough to produce a defensible outcome? 

HR professionals and in-house counsel responsible for managing or overseeing workplace investigations will leave this episode with a clearer understanding of where investigations typically go wrong, and the specific steps to reduce that risk from the outset. 

On Employment delivers timely insights and practical guidance on the fast-evolving world of employment law. Each episode explores key legal developments, workplace trends, and HR strategy challenges—from investigations and litigation risk to diversity, hybrid working, and regulatory change. Designed for business leaders, HR professionals, and in-house counsel, the series offers expert perspectives to help organizations navigate complexity and foster resilient, compliant workplaces.      

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Navigating the challenges of sensitive workplace investigations: Tips and techniques 

Episode 2: The matching adjustment attestation regime is new. The legal and practical questions it raises for UK insurers are not. How firms prepare for and manage attestation obligations has significant consequences for governance, capital planning, and regulatory relationships. Drawing on the experience of comparable regimes elsewhere in financial services offers a head start. 

What are the practical gaps between where firms are now and where the regime requires them to be? How should boards approach their oversight responsibilities? And what lessons can be drawn from attestation experience in other regulated sectors? 

In this episode, Kate McInerney, partner in A&O Shearman's insurance group, is joined by:  

Together they examine the matching adjustment attestation regime in detail, covering its implications for how insurers manage their attestation obligations, what the governance frameworks around attestation should look like, and what earlier attestation regimes in financial services tell us about the challenges firms are likely to encounter.  

Insurance Covered examines the issues, disputes and trends shaping the global insurance market. Our insurance specialists engage expert voices from across the industry to explore coverage questions, claims trends and emerging risks. The series is designed for insurance professionals, risk managers and in-house counsel navigating an increasingly complex landscape.   

Fifteen years ago, Luxembourg was a notable but secondary player in international mergers and acquisitions. Today it is a strategic jurisdiction for complex, multi-party transactions across Europe and beyond. What drove that transformation, and what does the next chapter look like? 

M&A partners Fabien Beullekens and Jacques Graas trace the evolution of Luxembourg as a key M&A jurisdiction over the past decade and a half.  

Drawing on their careers at the frontlines of this transformation, they examine the forces that shaped Luxembourg's rise: from the aftermath of the internet crisis and the global financial crisis, through the Brexit-driven expansion of Luxembourg's role in international arrangements, to the impact of an increasingly dense regulatory landscape on how deals are structured and advised.  

M&A lawyers, investment professionals, and anyone tracking the evolution of Luxembourg as a deal-making center will leave this episode with a richer understanding of the forces that built the market and the ones that will shape it next.