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Good morning from the GLE Editorial desk. This fortnight the region’s regulators worked on access: who may fund a deal, who may trade a market, and who must ask permission first. India’s revised capital market exposure rules came into force and opened bank balance sheets to domestic acquisition finance, Australia passed seven months under its mandatory merger regime, Vietnam widened order routing for foreign investors, the Philippine SEC pressed on with its reform programme, and Japan’s data protection review moved toward an amendment bill. For counsel running cross-border work in the region, several long-standing constraints have moved at once.
Joel Gordon, Editorial · Global Law Experts
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Quick digest
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The Reserve Bank of India’s revised capital market exposure directions took effect on 1 July 2026, three months later than planned, making it easier for banks to finance acquisitions by Indian companies.
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Australia’s mandatory and suspensory merger regime has run since 1 January 2026, with the ACCC expecting to clear roughly 80 per cent of acquisitions in 15 to 20 business days.
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Japan’s Personal Information Protection Commission released a draft policy of institutional reforms on 9 January 2026, with biometric and children’s data in scope.
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Jurisdictions covered
India · Philippines · Vietnam · Australia · Japan · China · Indonesia · Singapore · New Zealand
Lawyers featured in this edition
Debashree Dutta · Juanito L. Sañosa, Jr. · Hien Truc Nguyen · Louis Shivarev · Noboru Kitayama
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What mattered this fortnight
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INDIA · BANKING & ACQUISITION FINANCE |
The Reserve Bank of India’s revised directions on banks’ capital market exposure came into force on 1 July 2026, after the RBI postponed implementation by three months from 1 April. The rules ease bank financing of acquisitions by Indian companies, streamline lending limits against shares and similar instruments, and take a principles-based approach to lending to market intermediaries.
Why it matters for counsel: Indian acquisition finance has leaned on offshore lenders, non-bank financial companies and structured routes precisely because domestic banks were constrained in lending against listed securities and for acquisition purposes. Opening scheduled commercial bank balance sheets changes the funding mix available to Indian buyers, the pricing they can achieve, and how fast a domestic bidder can put committed funding in place against a foreign competitor. The move from bright-line caps toward principles shifts the burden onto documented internal policy.
Read the full analysis →
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PHILIPPINES · CORPORATE & SECURITIES |
The Securities and Exchange Commission has issued a connected series of memorandum circulars through 2026 covering filing reforms, simplified capital-raising, new sustainability reporting obligations and updated Rules of Procedure, alongside continued pressure on beneficial ownership disclosure.
Why it matters for counsel: One concrete change is the increase in the threshold at which corporations must submit audited financial statements, previously set at total assets or liabilities of PHP 600,000, a figure so low it captured nearly every registered entity. For a foreign parent with Philippine subsidiaries, the practical questions are which entities are now caught, what changed in the filing calendar, and what sustainability reporting actually requires of a mid-sized subsidiary rather than a listed issuer. Beneficial ownership remains the enforcement priority.
Read the full analysis →
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VIETNAM · CAPITAL MARKETS |
Circular 08/2026/TT-BTC, issued by the Ministry of Finance in February 2026, modifies trading procedures, settlement practices and brokerage arrangements for foreign investment in Vietnamese stocks. It adds a trading method allowing foreign investors to place orders through global brokers, in addition to direct trading through a local broker.
Why it matters for counsel: The reform targets operational market access rather than ownership rules, so what changes is how foreign investors execute, not which sectors they may enter. That distinction matters: Vietnam has repeatedly been assessed against emerging-market index criteria where settlement mechanics and pre-funding, not foreign ownership limits, were the binding constraint. Removing friction at the execution layer is a market-structure move with consequences well beyond the individual trade.
Read the full analysis →
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AUSTRALIA · MERGER CONTROL |
The mandatory and suspensory merger control regime took effect on 1 January 2026, the largest change to Australian merger law in more than fifty years. Businesses must notify certain acquisitions of shares or assets to the ACCC where they exceed thresholds or fall within designated classes, and must wait for clearance before completing.
Why it matters for counsel: The ACCC expects to decide roughly 80 per cent of acquisitions within 15 to 20 business days through early Phase 1 decisions or notification waivers. A Phase 1 determination can take up to 30 business days from effective notification, with the earliest approval after 15, and Phase 2 can run a further 90. For a global deal team, Australia is now a gating leg rather than a parallel one, and conditions precedent and long-stop dates need drafting accordingly.
Read the full analysis →
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The Personal Information Protection Commission released a draft policy outlining institutional reforms on 9 January 2026, as part of the statutory three-year review of the Act on the Protection of Personal Information. Its interim work signalled reforms concerning biometric data and children’s data.
Why it matters for counsel: These are the two categories where Japan’s framework is thinner than its European counterpart, and the direction of travel across mature Asia-Pacific regimes, Japan alongside Australia, Korea, New Zealand and Singapore, is toward closer alignment with European rules. This remains reform in progress rather than law in force, but multinationals processing biometric data or operating services reaching minors should be reading the draft now rather than waiting for the bill.
Read the full analysis →
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CHINA · MERGER CONTROL
Asia-Pacific Merger Review Enters a More Interventionist Phase
Authorities across the region, China’s SAMR among them, have adopted stricter substantive tests, mandatory filings and expanded non-horizontal theories of harm, with enforcement emphasis on supply security and digital platforms.
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JAPAN · PRIVACY
Japan’s Reform Sits Inside a Regional Convergence Toward European Standards
Mature Asia-Pacific privacy regimes continue to amend their laws toward closer alignment with European rules, while regulation of personal data flows and localisation remains the dominant legislative issue across the region.
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INDONESIA · FOREIGN INVESTMENT
Indonesia’s PT PMA Thresholds Shape How Foreign Entities Are Capitalised
Minimum investment thresholds under BKPM Regulation 5/2025 govern how foreign-owned limited liability companies must be capitalised, a gating question for any inbound structure into the Indonesian market.
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VIETNAM · COMPLIANCE
Vietnam’s 2026 Regulatory Update Widens the Compliance Perimeter
A broader set of 2026 regulatory changes has reshaped compliance obligations for foreign-invested enterprises operating in Vietnam, running alongside the capital markets access reforms.
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INDIA · SECURITIES
SEBI Tightens Who May Run a Broking Business
New applicants must demonstrate a minimum of two years’ experience in trading or dealing in securities, and every broking entity must have at least one designated director resident in India for at least 182 days per financial year.
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INDIA · LISTED COMPANIES
Listed Indian Entities Move to Electronic Payments and Digital Reports
Under the LODR framework, listed entities must pay dividends, interest and redemption amounts exclusively through electronic modes approved by the RBI, and are no longer required to dispatch hard copies of annual reports to investors without registered email addresses.
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AUSTRALIA · MERGER PROCESS
The Waiver Route Is Doing Real Work in Australia’s New Regime
The ACCC expects roughly 80 per cent of acquisitions to resolve through early Phase 1 decisions or notification waivers within 15 to 20 business days, making the waiver assessment an early strategic call rather than a formality.
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REGIONAL · PRIVACY
Pacific and Regional Privacy Regimes Keep Converging on European Rules
Australia and New Zealand sit among the mature regional privacy regimes continuing to amend their frameworks toward closer alignment with European standards, with cross-border data flows the recurring pressure point.
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Member spotlight
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Debashree Dutta
Vritti Law Partners · India · Banking and Finance
On Founding partner leading the firm’s Banking and Finance practice in Mumbai, with over 18 years in the field. Ranked a Highly Regarded Individual for Banking and Finance by IFLR1000 and a Notable Practitioner by Asia Law, and holds a Master in Law and Finance from the University of Oxford., on a GLE Q&A.
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Juanito L. Sañosa, Jr.
Villaraza & Angangco · Philippines · M&A
On Senior Partner and Co-Managing Partner, and head of the Corporate and Commercial Law Department. Previously Corporate Secretary, then Vice President of the Compliance and Governance Group, and later President and Chief Operating Officer at PAGCOR., on a GLE Q&A.
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Hien Truc Nguyen
VILAF · Vietnam · M&A and Real Estate
On Senior Partner co-heading the Real Estate and Construction practice, named one of ALB’s Top 15 Female Lawyers in Asia in 2024 and consistently ranked by Chambers Asia-Pacific and Legal 500. Has advised Mitsubishi Corporation, Frasers Property, Warburg Pincus and Keppel Land on Vietnamese acquisitions., on a GLE Q&A.
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Louis Shivarev
TNS Lawyers · Australia · Joint Ventures and Corporate
On Partner in Melbourne holding a Master of Laws in Government Development and Commercial Law from the Australian National University, a qualified mediator since 2014, and fluent in Mandarin, combining commercial litigation with transactional joint venture work., on a GLE Q&A.
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Noboru Kitayama
Mori Hamada & Matsumoto · Japan · Information Technology
On Specialises in data protection, cybersecurity and intellectual property, contributes to the drafting of national policy on data protection and cybersecurity, and serves as a board member of the Japanese Association of Intellectual Property Law., on a GLE Q&A.
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What we’re tracking next
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Japan’s Personal Information Protection Commission moves from draft policy toward an amendment bill, with biometric and children’s data the categories to watch. |
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Australia’s merger regime passes its first full year on 1 January 2027, by which point a body of published Phase 1 and Phase 2 outcomes should exist to reason from. |
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Implementation detail on India’s capital market exposure directions continues to settle, with the first bank-funded domestic acquisitions the real test. |
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Open calls for commentary
Two questions for the next Asia and Oceania edition. First, on Australia’s merger regime: has the ACCC’s 15-to-20-day expectation held up in your matters, and what are you now building into signing-to-completion timetables? Second, on data localisation: which jurisdiction in the region is creating the most work for your clients right now, and why that one? Reply to this email with two or three sentences and your take runs attributed by name and firm.
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Contributors this fortnight
Debashree Dutta, Vritti Law Partners, India
Juanito L. Sañosa, Jr., Villaraza & Angangco, Philippines
Hien Truc Nguyen, VILAF, Vietnam
Louis Shivarev, TNS Lawyers, Australia
Noboru Kitayama, Mori Hamada & Matsumoto, Japan
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