Briefing Notes

Briefing Notes

 

briefing notes

A briefing on the role of the Non-Executive Director

This briefing note is designed to give some practical guidance to non-executive directors of UK private companies. Traditionally, non-executive directors have been appointed to the boards of UK public companies.  Their role is typically supervisory and...

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briefing notes

A guide to successful development: Easements

Easements which have not been properly investigated or understood have the capacity to sterilise development of land.  This note explains briefly what easements are, examines why they might be important to a developer and considers what can be done...

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briefing notes

An employer's guide to coronavirus (as at 25 March 2020)

The law and related guidance relevant to employers when dealing with the coronavirus outbreak is constantly changing. These are fast-moving and unprecedented times, and many employers are left wondering how to manage their workforce in the face of this...

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briefing notes

Can a struggling company ever justify paying some - but not all - of its creditors?

In light of the financially fragile state some businesses are finding themselves in as result of COVID-19, we discuss in this briefing note when – if ever – payments or other benefits can be given to some creditors but not others, and when such...

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briefing notes

Commercial agents

The Commercial Agents (Council Directive) Regulations 1993 The Regulations implement the European Community Directive on self-employed commercial agents. They impose significant obligations on principals concerning commission, minimum termination notices,...

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briefing notes

Consumer Rights Act 2015

The Consumer Rights Act 2015 applies to contracts with consumers for the sale of goods, digital content and services concluded on or after 1 October 2015. In this briefing note, we highlight some of the key features of the Act. Summary The Act consists of...

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briefing notes

Coronavirus - Immigration Q&A (updated at 1pm on 7 April 2020)

In this briefing note , we provide some guidance on the key questions surrounding COVID-19 and immigration. This includes: Impact on Tier 2 applications Impact on a Tier 2 sponsor’s compliance obligations (reporting and record keeping) ...

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briefing notes

Corporate guide: life insurance-backed cross option agreements

Many privately-owned companies with a small number of founder or other significant shareholders put in place a shareholders agreement and dovetailed articles of association. These help to ensure that the company is run in an orderly manner and the rights of...

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briefing notes

Corporate guide: the duties and responsibilities of a company director

    This guide provides directors of UK incorporated companies with a general overview of the statutory and other duties and obligations which should be complied with in that role. Additional duties will be applicable to directors of listed...

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briefing notes

Cybersecurity - network and information systems regulations 2018 (NIS)

EU Directive 2016/1148 (the “Directive”) was introduced with a view to establishing a secure and consistent cyber security framework within Europe. The Network and Information Systems Regulations 2018 (the “Regulations”) subsequently...

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briefing notes

Data protection - cookies

Background The Privacy and Electronic Communications (EC Directive) Regulations 2003 (“Regulations”) implemented the provisions of Directive 2002/58/EC concerning the processing of personal data and the protection of privacy in the electronic...

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briefing notes

Data protection- what should construction firms be doing?

This article, written by Beverley Flynn, first featured on 12 February 2010 in Building magazine Data Protection may not appear a core priority for construction businesses, yet to ignore it creates a risk. The recent high profile prosecution of businessman...

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briefing notes

Directors' Duties - the statutory regime

Before the introduction of the statutory duties in the Companies Act 2006 (the “Act”), directors' general duties were based in common law; that is to say that they were developed by the courts through case law.  These common law duties...

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briefing notes

Directors' Duties in relation to conflicts

What is a director’s conflict of interest? The Companies Act 2006 introduced a number of duties to which all company directors are subject.  In particular, some of the statutory duties relate to conflicts of interest that directors may face in...

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briefing notes

Directors' Duties: how to deal with threatened insolvency

If a company is insolvent or in danger of becoming insolvent, it is essential that directors are aware of the duties they owe to creditors, and of the things they should and should not do. It is important to note that, in certain circumstances, personal...

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briefing notes

Directors' duties - a practical guide

This guide provides directors of UK incorporated companies with a general overview of the statutory and other duties and obligations which should be complied with in that role. We also offer practical guidance on safeguarding directors from personal...

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briefing notes

Due Diligence: 5 tips for sellers

Your prospective buyer or investor will want to ensure that the target business which they are looking to buy or invest in is worth the price they are proposing to pay.  In addition to financial, commercial and tax due diligence, it is therefore likely...

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briefing notes

Duties of a company secretary

It is easy to underestimate the role of the company secretary.  Whilst not having the range of responsibilities and duties of directors, a company secretary, as chief administrative officer, has important tasks delegated to him or her and may be liable...

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briefing notes

Estate and succession planning during COVID-19

The present COVID-19 outbreak brings with it a great deal of uncertainty about the future.  We understand that at this time many clients will want to make sure that their own affairs are in good order: thinking about tax and succession planning, perhaps...

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briefing notes

Execution of documents - top ten Q&As

1. The agreement is a simple contract under hand – how does the company execute? By an individual signing (including electronic signing) on behalf of the company, provided that the individual has express or implied authority (section 43(1)(b) of the...

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briefing notes

Furlough Leave update: New Guidance (as at 7 April 2020)

The government announced basic details of the new Coronavirus Job Retention Scheme (the “JRS”) on 20 March 2020. Guidance was released on 26 March 2020 and this was updated on 4 April 2020 (the “Guidance”). The latest version of this...

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briefing notes

General Data Protection Regulation - What it means for processors

The European General Data Protection Regulation (the “Regulation”) came into force on 25 May 2018, replacing Directive 95/46/EC (the “Directive”).  The Data Protection Act 2018 (“DPA 2018”) supplements the Regulation...

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briefing notes

General Data Protection Regulation and Data Protection Act 2018 - overview

The European General Data Protection Regulation (the “Regulation”) came into force in all EU Member States on 25 May 2018, replacing the Directive 95/46/EC (the “Directive”). The Data Protection Act 2018 (“DPA 2018”)...

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briefing notes

Late Payment of Commercial Debts

Unpaid suppliers of goods and suppliers of services have a statutory right to claim interest on overdue debts and compensation for late payment under the Late Payment of Commercial Debts (Interest) Act 1998 (as amended by various subsequent regulations)...

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briefing notes

Limiting Liability in commercial contracts

An exclusion, limitation or exemption clause in a commercial contract seeks to exclude or limit a party’s liability, or exclude or limit the other party’s rights or remedies Examples include: financial cap on overall liability and/or caps on...

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briefing notes

Marketing your business

Introduction Every business markets its products and services using strategies and methodologies tailored to suit its own ambitions and customer base. Marketing opportunities change constantly and now include social media, web and app sales, interactive TV...

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briefing notes

New reporting requirements for large private companies

The landscape is changing for large private companies, in terms of corporate governance and the areas that they need to report on in their annual reports. While this is likely to be familiar territory for very large private companies, our briefing note...

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briefing notes

Outsourcing

Commercial advantages The outsourcing of essential functions within a business can often provide real benefits, both operationally and financially. Outsourced services and functions are diverse: payroll, billing, IT support, call centres, mailroom services,...

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briefing notes

PSD2: What has changed since PSD1?

The EU’s first Payment Services Directive (PSD1) was introduced in 2009 to harmonise payment services regulation across the EU; whilst also increasing market competition by imposing transparency and conduct of business requirements on payment service...

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briefing notes

Provision of information requirements for businesses

General information requirements for companies UK companies and LLPs must include on their websites, electronic and other business letters (including emails) and order forms the following details: their full registered name; their registered number; ...

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