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The challenge for a business when drafting a restrictive covenant is that if it seeks to constrain the other party's freedom to operate too much or for too long in the interests of protecting its own business, the courts may refuse to enforce the restriction. Two recent Court of Appeal rulings highlight some of the hazards in relation to post-termination non-compete obligations in B2B agreements.
Welcome to our series of podcasts focusing on international employment law.
This decision considers the somewhat ambiguous test in English law regarding unilateral mistake.
Key employment and business immigration developments for employers.
A regular briefing for the alternative asset management industry.
The Insolvency Service has recently published its interim report (the "Report") which considers the three permanent measures that were introduced pursuant to the Corporate Insolvency and Governance Act 2020 ("CIGA"). For further details on the temporary and permanent measures introduced pursuant to CIGA, see our previous update.
The EU continues to beat a path to a more sustainable future. Nothing too new there, perhaps, but it is increasingly determined to bring the rest of the world along with it. It first proposed a directive on corporate sustainability reporting ("CSRD") in February 2021, which when proposed caused a stir for the significant expansion of non-financial information obligations on non-listed corporates.
The Government's 2017 white paper "Fixing our broken housing market" contained a number of proposals for improving the private rental sector ("PRS") for renters. In the 6 weeks since the Queen's Speech in May this year, there have been indications that some of these ideas will be taken forwards, including: changes in the way that "contractual controls" are registered at HM Land Registry, the introduction of minimum standards for housing in the PRS, and the abolition of both the section 21 method of obtaining vacant possession and the assured shorthold tenancy.
The salaried members rules were introduced in 2014 to counter situations where UK limited liability partnerships (LLPs) were avoiding employment taxes by making junior workers members (rather than employees) without bearing the risks, rewards and responsibilities typically associated with partnership. Under the rules, members of an LLP are treated as employees for tax purposes, unless one of three exclusions apply.
The High Court recently considered whether the delay to the Premier League season caused by the first COVID-19 lockdown triggered a material adverse change clause (commonly known as a MAC clause) in contracts for broadcasting rights. In this briefing we look at how this compares with previous cases on MAC clauses and what the lessons are when drafting such provisions.
We are very proud to continue to be the Contributing Editor of the recently published International Comparative Legal Guide (ICLG) to Derivatives 2022.
Further to our previous article here, the SFO has now secured a conviction against Glencore on seven counts of international bribery. The successful prosecution makes Glencore the first company to admit to bribing a person under the Bribery Act and is the SFO’s third corporate conviction under these rules.
A regular briefing for the alternative asset management industry.
On 31 May 2022, the Government published its Response to the March 2021 consultation on Restoring trust in audit and corporate governance.
The Department for Digital, Culture, Media and Sport (DCMS) has recently published its response to the consultation on data protection reform (which we previously wrote about here). For those disappointed by the lack of detail in the Queen's Speech on the Data Reform Bill, this response provides a clearer picture of UK data protection reforms to come – which measures the UK Government is taking forward, which it is dropping and which it needs to consider further. For the detail, we'll need to wait for the text of the draft Bill itself.
The European Council has issued its general approach (General Approach) on the European Commission's proposals to amend the existing Alternative Investment Fund Managers Directive (AIFMD II).
The two-pillar corporate tax reform plan forms part of the OECD's project tackling base erosion and profit shifting (BEPS). Whilst Pillar One – which aims to align taxing rights more closely with the location of customers – will only apply initially to MNEs with annual global turnover above €20bn, Pillar Two is expected to have a wider impact on businesses.
The use by GPs and LPs of the secondaries market is now an accepted tool for active portfolio fund management and for the last few years, has been the fastest growing section of the private equity industry.
Share plan annual returns for the 2021/22 tax year need to be filed online by 6 July 2022 in respect of all your share incentive arrangements to avoid penalties (an initial penalty of £100 will be due if a return is just one day late).