Spin off meaning

Energyen Corporation v HD Hyundai Heavy Industries Co Ltd and another company [2025] EWHC 1586 (Comm) What are the practical implications of this case? The decision furnishes a clear overview of the principles informing the English courts’ handling of the effect of overseas corporate reorganisations, in the setting of challenges to arbitral awards under AA 1996, s 67. It explains the courts’ method for analysing how corporate succession bears upon English law contracts concluded before any restructuring, and the continuing status of the arbitration agreements embedded in those contracts. The strike rate of s 67 jurisdictional challenges to awards has remained consistently low, and that picture is expected to endure following the commencement of the Arbitration Act 2025 (which takes effect on 1 August 2025). The new legislation will underpin updated court rules that will, among other matters, limit parties’ opportunity to introduce fresh grounds or new evidence in s 67 applications if these were not presented to the arbitral tribunal...

The EU General Court rejected Spin Master Toys UK Ltd’s bid to reinstate its protections after Greek competitor Verdes Innovations SA successfully challenged its trade mark. The court explained that the Rubik’s Cube’s colours allow users to distinguish each face of the cube from the others, a necessary condition for achieving the technical result of completing the puzzle. In consequence, the sign falls foul of the EU’s trade mark regime, which, in essence, excludes signs that consist exclusively of the shape of goods where that form is required to obtain a technical result, the General Court said. In the end, the court upheld the EU Intellectual Property Office’s ruling, concluding that the essential characteristic—namely that every face (and each small square) of the cube can be identified by means of six different, contrasting colours—was functional, that is to...

Universities and other academic institutions Universities and other academic bodies carry out extensive research and consequently create significant volumes of protectable IP. Safeguarding and exploiting this IP is both costly and time‑consuming, and frequently the university is better placed to manage this than individual academics. Many larger institutions operate IP policies requiring academics to assign all IP rights arising from their research to the university. In return, incentives such as a share of the income generated by the IP are provided. After a university secures ownership of IP, it can be commercialised in several ways, including: donation for the wider benefit of the public licensing to established third parties or start‑ups selling or assigning the IP to third parties creating spin‑offs to exploit the IP A university ‘spin‑off’ or ‘spin‑out’ is a new company established to capitalise on research conducted within an academic institution. Some of the largest and most recognisable corporations, such as the biotechnology company Amgen, originated as...

This Practice Note This Practice Note outlines the framework for the executive pay deduction cap under IRC, s 162(m), as revised by the Tax Cuts and Jobs Act (Pub. L. No. 115-97) (TCJA) and the American Rescue Plan Act (Pub. L. No. 117-2), s 9708. In general, IRC, s 162(m) limits to $1m the annual deduction a public corporation, or certain other reporting entities, may claim for remuneration paid to designated covered employees. Practitioners should grasp these rules—including the full reach of the TCJA amendments (effective for tax years beginning after 31 December 2017) and ARPA’s expanded covered employee definition (effective for tax years beginning after 31 December 2026)—to help their public and reporting company clients craft senior executive pay packages that reduce unfavourable tax outcomes under IRC, s 162(m). This Practice Note is organised in the following sections: Corporations subject to IRC, s 162(m) Covered employees under IRC, s 162(m) Transition rules for new public companies Relief for grand-fathered arrangements Performance-based...

CASE HUB ARCHIVED – this archived case hub reflects the position as at the decision date of 5 May 2015; it is no longer maintained. See further, timeline Case facts Overview of the European Commission’s merger probe into setting up a full‑function joint venture uniting DE Master Blenders with Mondelēz International’s coffee operations. The Commission referred the deal to a phase II review on 15/12/2014. Approval was granted, subject to commitments, on 05/05/2015. Parties Douwe Egberts Master Blenders 1753 B.V. (DEMB) is a Netherlands‑based coffee and tea company. It supplies coffee and tea across Europe, Brazil, Australasia and Asia, and owns brands including L'Or, Douwe Egberts, Senseo and Merrild. DEMB also runs coffee houses in the Netherlands. Its parent is Acorn Holdings B.V. (AHBV), a Dutch company owned by an investor group led by JAB Holding Company s.a r.l. Mondelēz International Inc. (Mondelēz) is a US‑based global snacks company. Its products include biscuits, chocolate, sweets, cheese, grocery items, powdered beverages, chewing gum and...