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Key employment and business immigration developments for employers

Brexit will have an impact on UK merger control and competition law – but it's not as big as you might think, at least in the short term. Here's what you need to know, as well as an update on likely timings.

In July 2018 we circulated a client briefing note outlining the European Parliament's approval of a revised proposal to amend EMIR (also known as "EMIR 2.1", which can be found here). This briefing note outlines a development that has occurred in respect of EMIR 2.1.

This briefing note is informed by analysis of the transactions on which we advised during 2018, together with other publicly reported transactions and market data.

Could Brexit allow parties to avoid their contractual obligations? The outcome of the recent dispute between the European Medicines Agency and Canary Wharf suggests that the courts may be reluctant to accept such arguments.

Key employment and business immigration developments for employers

In 2014, the European Union adopted a package of restrictive measures targeting sectoral cooperation and exchanges with the Russian Federation. These controls focus on certain sectors of the Russian economy, initially those specifically linked to Russia's involvement in Eastern Ukraine (the "Sectoral Sanctions"). If the UK leaves the EU with no deal in place, the scope of the Sectoral Sanctions will encompass certain UK entities connected to the 11 in-scope Russian entities.

The judge in the recent case of Canary Wharf v EMA has found in favour of the landlord, Canary Wharf. Brexit will not frustrate the EMA's lease on either of the grounds argued: supervening illegality or frustration of common purpose.

If the UK departs the EU on 29 March 2019 without an agreement in place, manufacturers and importers of industrial and consumer goods selling into the UK and/or EU will face a range of compliance and market access challenges. With fewer than five weeks remaining, 'no-deal' contingency plans should be implemented.

The government's Brexit advice urges businesses trading with the EU to review their contracts for the supply of goods – particularly those based on Incoterms – to ensure that they remain appropriate in the event of "no deal". What are Incoterms, why do they matter and what changes should you make in the light of Brexit?

The EU Revised Shareholder Rights Directive (SRD II) is currently required to be implemented by 10 June 2019. It seeks to encourage long-term shareholder involvement through increased transparency and engagement between asset managers and asset owners.

There is now at least some prospect of the UK leaving the EU on 29 March 2019 without either transitional arrangements or a long term comprehensive reciprocal regime being agreed as to how English courts and those of the r.EU should co-operate in a post-Brexit world, including in relation to allocating jurisdiction between them and recognising and enforcing each other's judgments in commercial cases.

Welcome to our 2019 newsletter, in which we share news of our planned events and other resources for in-house counsel this coming year, as well as a brief overview of the topics that we anticipate will dominate the legal agenda in 2019.

Following the result of Parliament's vote on the Government's proposed Brexit deal on Tuesday 15 January 2019, it looks increasingly likely that the UK may leave the European Union ("EU") on 29 March 2019 ("Brexit Day") without a negotiated deal in place.

Key employment and business immigration developments for employers

The Government has released the long-awaited White Paper on its post-Brexit immigration policy. The White Paper sets out the proposed immigration regime that would apply from 1 January 2021.

The Department for Business, Energy and Industrial Strategy ("BEIS") has published its response to its consultation on potential reforms to limited partnership law (published in April 2018). The reforms seek to address concerns that Scottish limited partnerships ("SLPs") have been used for improper purposes. The reforms will affect all UK limited partnerships registered under the Limited Partnerships Act 1907 ("LP Act"). The proposals have implications for private funds structured as limited partnerships, both in terms of the fund vehicle itself and any carry or feeder partnerships in the fund structure, and also for other vehicles used in connection with private funds, such as co-investment vehicles.

Advocate General Manuel Campos Sánchez-Bordona published on 4 December 2018 his opinion (which, as discussed further below, does not bind the ECJ, which will be considering the same issue as the AG at a later date) on whether, under Article 50 of the TEU, the UK can unilaterally revoke the notice of its intention to leave the EU.