The Lawyer Briefings

A knowledge bank of legal guides and white papers from The Lawyer’s third-party contributors, plus a curated top legal briefings of the week.

Litigation

Right of first refusal clauses are now recognised by Bulgarian courts

By Diana Dimova, Nina Tsifudina The Bulgarian Supreme Court of Cassation (“Supreme Court”) has recently issued a decision (No.19, dated 8 August 2019, under commercial case No. 2511/2017) that recognises for the first time the concept of right of first refusal (“ROFR”) clauses. This decision opens the door for the enforcement of such clauses in Bulgaria. It […]

The Basics: How to enforce a domestic judgment in England & Wales

By Tom Price, Daniel Wood, Christopher Richards Whilst receiving a judgment in your favour may feel like the culmination of a potentially lengthy legal process, it may be just the first step (though an important one) on the path to financial recovery. In our latest insight, we look at how and when you can enforce […]

Court of Appeal Affirms That Confidentiality Orders Should Be Rare

By Ben Adamson The issue of confidentiality orders, and when they will be granted, is a frequent topic particularly in the context of trust law. The approach of the Bermuda courts in granting confidentiality orders in trust matters is often contrasted with the stricter approach currently taken by the English Courts. In Director for Public Prosecutions […]

Can settlement agreements be regulated credit agreements? High court decides

By Emily Morton Can settlement agreements be regulated credit agreements, and are lenders at risk of falling foul of the provisions of the Consumer Credit Act 1974 (CCA)? In CFL Finance Ltd v Bass & Others [2019] EWHC 1839 (Ch) the Court looked into whether settlement agreements need to comply with the CCA, and whether their […]

Restructuring tools to minimize the risk of successful constructive dismissal claims

By Mark Josselyn One of the biggest concerns for employers reorganizing in response to operational requirements is the potential for constructive dismissal claims by employees impacted by the changes. A recent Ontario Superior Court of Justice decision reminds us that a finding of constructive dismissal by a court, does not always result in an award of damages. […]

Damages for wrongful dismissal in the Royal Court of Jersey

By Huw Thomas The Jersey Royal Court has recently held that the damages available for wrongful dismissal, may not, in some circumstances, be limited to compensation for the contractual notice period. The standard common law approach to assessing damages arising from the termination of a contract of employment is to limit such damages to the […]

Adjudication Matters – August 2019

CVA adjudication enforcement dilemmas… In the recent judgment of Indigo Projects London Limited v Razin and another [2019] EWHC 1205 (TCC), the Technology & Construction Court refused to enforce an adjudicator’s decision where the claimant had entered into a Company Voluntary Arrangement (“CVA”) following the adjudication. Background In April 2017, Razin and another (the “Defendants”) engaged Indigo Projects London Limited (the “Claimant”) to […]

Costs in judicial review proceedings – FAQs

By Katherine Evans Could a claimant find itself liable for the costs of more than one defendant in judicial review proceedings? Where the Aarhus cap of £10,000 applies, can this be used up at the permission stage? In this legal insight, we look at frequently asked questions on costs in judicial review proceedings. Why could […]

Banking and finance

Dividends subject to tax

Samuel Fernandes de Almeida, Tax partner, is quoted in an online article, published by the Angolan financial newspaper Mercado, discussing the changes in the Angolan employment income tax (IRT) code. The article details how the change introduced by Law 9/19, of 24 April, establishes that the distribution of profits to members of civil companies or […]

Alternative Investment Funds 2019 – Portugal

By Pedro Simões Coelho, Inês Moreira dos Santos What legislation governs the establishment and operation of Alternative Investment Funds? The activity involving the management, investment and marketing of Alternative Investment Funds (AIFs) is mainly regulated by the Undertakings for Collective Investment Law (Regime Geral dos Organismos de Investimento Coletivo), enacted by Law no. 16/2015 of […]

Alternative Investment Funds 2019 – Angola

By Pedro Simões Coelho, Carlos Filipe Couto  The activity involving the management, investment and marketing of Alternative Investment Funds (AIFs) is mainly regulated by the Undertakings for Collective Investment Law (Regime Jurídico dos Organismos de Investimento Coletivo), enacted by Presidential Legislative Decree no. 7/13, of 11 October (UCI Law). Law no. 10/15, of 30 June […]

Alternative Investment Funds 2019 – Mozambique

By Pedro Simões Coelho, Carlos Filipe Couto What legislation governs the establishment and operation of Alternative Investment Funds? Activity involving the management, investment and marketing of Alternative Investment Funds (AIFs) is mainly regulated by: the Undertakings for Collective Investment Law, enacted by Decree no. 54/99 of 8 September 1999 and amended by Decree no. 36/2005 […]

Recovering debts in a post Brexit Britain

By Paula Swain, Jason Byrne and Andrew Foyle This article looks at the possible impact for Credit Managers on our upcoming exit from the EU, and how they will recover debts from EU customers. Current Position Suppliers of goods and services to the EU will, in most cases, include a clause in their contracts dealing […]

Private equity in Northern Ireland: what should you consider?

By Andrew Jennings Global and domestic private equity funds have been increasingly active across Ireland in recent years, a trend that is expected to continue. In Northern Ireland, recent reports  suggest the number of early-stage private equity investments and buyouts is up in the first half of 2019 even as overall M&A deal value has […]

Luxembourg financial sector launches online portal for Brexit notifications

By Rebecca Mace-Balebs On 2 August 2019, the Luxembourg Supervisory Authority of the Financial Sector (CSSF) published press release 19/41 in respect of the opening of its online portal, eDesk, for the purpose of mandatory notifications in the context of Brexit. In its previous press releases (19/33 and 19/34), the CSSF announced that: firms licensed […]

Serbia tops global greenfield FDI performance index

By Petar Mitrovic, Dragan Karanovic Serbia achieved the top spot at the Greenfield FDI Performance Index for 2019 – fDi Intelligence, a Financial Times data division, placed Serbia as a number one in its annual Greenfield FDI Performance Index study. The Study, which looks at inbound greenfield investment in 2018 relative to the size of […]

Company and commercial

Principal changes in the revised AIC Code of Corporate Governance are relevant for boards of directors of Guernsey and Jersey companies

By Oliver Quarmby, Alexandra O’Grady The AIC Code is a framework of best practice in respect of the governance of investment companies published by the Association of Investment Companies (AIC). Founded in 1932, the AIC represents a broad range of closed-ended investment companies, incorporating investment trusts, offshore investment companies, real estate investment trusts and venture […]

Merger Control 2019

By Alina Popescu The Merger Control guide provides expert legal commentary on the key issues for businesses with competition matters and covers the important developments in the most significant jurisdictions. Navigating a global merger control filing and approval process is a complex business, and it is only getting more complex every year. This work aims […]

Joint venture companies: practical problems of their organization and corporate governance

By Dovzhenko Igor Konstantinovich, Smykova Ekaterina Romanovna Joint venture companies, being one of the forms of doing business, despite the sanctions and the tense political situation on the world stage, continue to enjoy certain popularity in Russia. Foreign investors are actively investing their money, knowledge and experience in domestic business, together with Russian partners, are […]

Businessman blowing whistle and pointing finger. More in Lightbox

So you think you’ve blown the whistle and the boss is mad, now what?

By Rachel Mulvany, Antonia Blackwell When an individual makes a protected disclosure (aka ‘blows the whistle’) they should not be subjected to a detriment or dismissed as a result. This article explores when ‘whistle-blower’ protection can be relied on by an employee or worker. Summary of Whistleblower Protections The Public Interest Disclosure Act 1998 (PIDA) […]

Chief Justice of the Cayman Islands confirms and expands upon the ‘standard directions’ in section 238 proceedings

By Ulrich Payne, Shaun Maloney, Richard Parrish Introduction In a decision that serves as a clear warning to companies seeking to limit their discovery obligations in proceedings brought under section 238 of the Companies Law (2018 Revision) (the “Law”), the Chief Justice of the Cayman Islands has handed a group of dissenting shareholders a significant victory […]

Cayman Islands Economic Substance Requirements – Funds and Fund Managers

By Nick Rogers The International Tax Co-operation (Economic Substance) Law, 2018 (ES Law) came into effect in the Cayman Islands on 1 January 2019, requiring in-scope entities that carry on particular activities to have demonstrable economic substance in Cayman. You can find Ogier’s overview of this legislation here. This briefing summarises the main elements of the […]

Competition law and director disqualification: The UK Competition Authority continues to sanction individuals for Competition Law infringements

By Samuel R Beighton, Bernardine Adkins On 31 July 2019, the UK’s Competition and Markets Authority (“CMA”) publicised the disqualification of three individuals from acting as directors, as a consequence of their company’s involvement in an infringement of UK competition law. This announcement, together with the recent public statements of senior CMA officials: reiterates that the CMA will continue […]

Brexit: Contractual Issues

By David Lowe, Clark Sargent, Ian Chapman-Curry With the future of the UK and Brexit still remaining unclear, Ian Chapman-Curry, David Lowe and Clark Sargent discuss the issues arising in contract and commercial law if the UK leaves the EU. Whatever the outcome of the Brexit negotiations will be, businesses need to be prepared for […]

Intellectual Property

Update: Implementation of the patent law treaty

By Roch J. Ripley, Lisa Thorne The Canadian government has published the final version of the new Patent Rules, which come into force on Oct. 30, 2019. These Rules, together with complementary amendments to the Patent Act, implement the Patent Law Treaty and are also expected to expedite prosecution by virtue of shortening certain prosecution-related deadlines. Key changes that the new Rules and Act introduce are […]

Patent Extension in Russia

Since 2003 it has been possible to extend the duration or term of a Russian patent for a drug, pesticide or agricultural chemical by up to five years. Upon the patent holder’s request, an extension to a patent term may be obtained based on the product’s first marketing authorisation. It used to be possible to […]

Intellectual property and artificial intelligence in the UK

By Matt Hervey The front line intellectual property rights for AI and big data are patents, copyright, the sui generisdatabase right and trade secrets. These are discussed in more detail below. Patents, copyright and the sui generis database right are not always suited to protect AI or data. In all cases, confidentiality should be carefully preserved and suitable contractual arrangements put in […]

Canada announces new patent collective pilot program and IP marketplace

By Roch J. Ripley, Brian G. Kingwell As part of its Intellectual Property Strategy launched early last year, the government of Canada announced today several initiatives that purport to help Canadian entrepreneurs secure, access and maximize the use of IP as they grow their businesses. The new initiatives include: The launch of a Patent Collective Pilot Program. Developed […]

Licensing news England and Wales – July 2019

By Piers Warne This month in summary Licensing news The 7th Sector: Kate Nichols CEO of UKHospitality explains all… Rugby World Cup: Key dates for TENs Top Licensing Tip: Drugs in pubs – simple ways to prevent drug taking Gambling News 2018/19 Enforcement Report: Key findings Click below to read more.

How to leverage IP to protect against Tech Disruption

By Gordon Harris, Alexandra Brodie Intellectual property provides opportunities and defences against technological disruption, so why isn’t it higher up the agenda? We are living in an unprecedented era of innovation. Previous technological leaps have transformed several industries, whereas the creep of today’s most exciting inventions, such as artificial intelligence (AI), connectivity – including the […]

The Importance of Intellectual Property Rights in Technology

By Gordon Harris As technology continues to alter and change the very fabric of how we live and work, it is clear that almost every industry is set to be (or already being) disrupted by innovation. The importance of intellectual property (IP) rights in technology should be obvious. Ideas are often seen to be the […]

IP Strategy: What management can learn from the disruptors

By Gordon Harris, Matt Hervey IP strategies that appreciate licensing, connectivity patents and the behaviour of start-ups can give companies the edge in disrupted markets. When Mark Zuckerberg made “move fast and break things” his company’s motto, he coined a mantra for those seeking to tear up old markets. The Facebook founder’s provocative statement summed up […]

Competition and EU

Incoterms 2020: What will the changes mean for your International business?

By David Lowe David Lowe, who is Global Co-Chair of the ICC UK Incoterms® 2020 Drafting committee, talks here with Professor Charles Debattista, ICC UK Special Advisor to the Drafting Committee, and Chris Southworth, Secretary General for the ICC UK, about what Incoterms are, the upcoming new edition, and why they are so important to […]

GCR Insight: Europe, Middle East and Africa Antitrust Review 2020

Miguel Mendes Pereira and João Francisco Barreiros, partner and trainne of the Competition & EU pratice, recently authored three chapters on Portugal, Angola and Mozambique for “Europe, Middle East and Africa Antitrust Review 2020”, published by the Global Competition Review, covering the key developments in competition law. You can read the chapters here: Portugal Angola Mozambique

Europe, Middle East and Africa – Angola Antitrust Review 2020

By Miguel Mendes Pereira, João Francisco Barreiros In a one year, Angola adopted a comprehensive competition legal regime, now fully in effect and ready to be enforced by the Competition Regulatory Authority (CRA). The first step was taken in April 2018 when parliament approved the Angolan Competition Act (Act 5/18, published on 10 May 2018; […]

What is the Customs Union?

By Ursula Johnston As we continue to navigate the uncertainty that Brexit brings to trade, it’s essential to understand what the Customs Union is and how the current landscape could change if and when the UK departs from the EU. A unique global convention, the European Union (EU) Customs Union is an alliance between the […]

Canon fined €28m for “gun-jumping”

By Angela Gregson, Helen Saunders Canon, the Japan-based imaging and optical products manufacturer, has been fined €28million for partially implementing its acquisition in Toshiba Medical Systems Corporation (TMSC) before notification to and approval by the European Commission breaching EU merger control rules. Background The EU merger control system contains two clear procedural obligations intended to […]

Claim: UK would have no tariffs under GATT XXIV

Bernardine Adkins spoke to Carrie Gracie on BBC News about Liam Fox disputing Boris Johnston’s claims that the UK would have no tariffs under GATT XXIV. Click below to read more.

Raid Ready: A Case Study

By Daniel Rupprecht, Director – eDiscovery consulting, Competition & Investigations A knock on the door With substantial fines, potentially into the millions, regulatory investigations are a major legal risk to corporations. Many such investigations start with a bang – at least a bang on the door in the form of a dawn raid. A dawn […]

Corporate

UK legal industry turnover at record high

Augusta and Managing Director Louis Young have appeared in The Global Legal Post today, discussing how the UK’s legal industry’s turnover reaches record highs in the first half Of 2019. Legal industry generated almost £18bn of revenue in first six months of 2019. London, 9th August 2019. Despite uncertainty in many areas of the economy, […]

Fundamental changes to Swiss withholding tax on interest payments

By Maurus Winzap, Fabienne Limacher On 26 June 2019 the Federal Council announced its intentions to resume the temporarily suspended Swiss withholding tax reform and set out the general framework to introduce a paying agent tax system with regard to interest payments. Background In Switzerland, interests from bonds issued by Swiss entities or customer deposits […]

Mergers & Acquisitions Transactions in Moldova

The materials on the booklet have been prepared by Popa & Associates law firm, associate office of GRATA International in Moldova for information purposes only and are not legal advice or a substitute for legal counsel. This information is not intended to create, and receipt of it does not constitute, an attorney-client relationship. You should not rely […]

Which breaches of contract result in a right to terminate?

By David Goy Most commercial contracts, including property contracts, include a right to terminate for one or both parties in the event of breach. As the ultimate recourse for an aggrieved party, courts are often asked to interpret termination rights. Most commercial contracts, including property contracts, include a right to terminate for one or both […]

Funding for Maritime, International Trade and Energy matters

Maritime, commodity and energy cases are certainly able to be serviced by the litigation funding sector. Litigation funders have already supported cases and have identified this sector as a specific one for growth. LSR sought out funders who have a specialized maritime law investment manager and found only one. Simonie Dimitrellou, the investment manager and […]

High Court takes practical approach in contracting-out case

Commercial Real Estate Litigation expert Martin McKeague, who specialises in advising landlords and tenants on all aspects of portfolio management, explains a recent case which highlights a number of practical considerations arising from the ‘contracting-out’ process. Security of tenure and ‘contracting out’ The Landlord and Tenant Act 1954 (LTA 1954) affords to tenants who occupy […]

‘Non-reliance’ clause does not defeat ‘Replies to Enquiries’ liability

Will Cousins explains why a recent Court of Appeal case contains important lessons for all contracting parties looking to exclude or limit liability for pre-contractual statements/misrepresentation. Risk of misrepresentations Prior to any sale/purchase or letting of land, a multitude of enquiries, discussions and negotiations take place before any deal is done. Marketing campaigns for properties/developments, […]

Cyber-attacks and business secrets – Protection under criminal law

By Christoph Haid, Michael Lindtner Business secrets are essential assets of companies, and are often the reason for a company having a competitive lead in a market. Thus, they constantly seek to develop new technologies, algorithms or software to create such intangible assets. Due to their significant economic value, companies try to protect their business […]

In-house

Serbia Signs the Singapore Convention

By Milan Lazic, Milica Savic On 7 August 2019, Serbia became one of the first 50 countries in the world to sign the United Nations Convention on International Settlement Agreements Resulting from Mediation – dubbed the Singapore convention. Much like the New York Convention on Convention on the Recognition and Enforcement of Foreign Arbitral Awards, the […]

Regulation of Artificial Intelligence and Big Data in the UK

By Matt Hervey, John P Cooper As the seat of the first Industrial Revolution, the UK has a long history of designing regulatory solutions to the challenges posed by technological change. However, regulation has often lagged behind – sometimes very far behind – new technology. Artificial Intelligence (AI) is proving no exception to this historical […]

Change to response time for data subject access requests

By Jeanette Burgess, Andrew Northage On 15 August 2019, the Information Commissioner’s Office (ICO) issued updated guidance on the timescales for responding to a data subject access request (DSAR) following a recent ruling of the Court of Justice of the European Union. The general rule is that DSARs must be complied with without undue delay and at […]

Mozambique – Customs Clearance of Goods Regulation

By Guilherme Daniel, Conceição Gamito, Ana Raquel Costa, Lorna Guilande, Rita Simão Luís Ministerial Order no. 51/2019, of 24 May, approving the Customs Clearance of Goods Regulation (“ Regulation”) and replacing Ministerial Order no. 16/2012 of 1 February, has been published. The Regulation was published following the need to further regulate Decree no. 9/2017 of […]

Letting agency posing as a club fined

By David Asker A lettings agency claiming to be a member’s club has been fined more than £40,000. Lifestyle Club LSC has fallen short of the tenant fees ban, the club sought to imply that its members are licensees rather than tenants. The club offered flexibility in terms of accommodation to its residents and asked […]

Possession claims Q2 2019

By David Asker The Ministry of Justice have released the 2019 Q2 report on mortgage and landlord possession claims. Mortgage repossession claims up There are currently over 10 million mortgages in the UK, with the outstanding amount owed over £1.4 billion. The average mortgage debt is just over £132,000 with the average UK price being […]

Section 73 application to extend life of wind farm constitutes “repowering”

By Katherine Evans An application under Section 73 of the Town and Country Planning Act 1990 to extend the life of an existing wind farm constitutes “repowering” and does not engage Footnote 49 to paragraph 154 of the National Planning Policy Framework (NPPF). That is the decision of the Inspector issued on 29 July 2019 in […]

Capitalising on the growing beauty sector

The beauty segment is a growing and profitable part of the retail sector, forecast to grow by 16.5 per cent until 2023 according to market research company GlobalData. Retailers who invest in and promote their own beauty lines on top of selling third party brands can take a greater share of the market. However, they […]

Employment

Drafting employment contracts

By Martin Chitty, Siobhan Bishop In this podcast we discuss drafting employment contracts, focusing on some of the tricky issues at the start and end of the employment relationship. We cover how to avoid the pitfalls with references, contract variation, termination and bad leavers clauses. Click below to read more.

Employment Essentials: Top 5 Lessons From July 2019

We started July with an important and rare Supreme Court judgment on post-termination restrictive covenants, Tillman v Egon Zehnder Ltd. The Supreme Court provided clarity on what is “an interest” in a competitor and to what extent a poorly drafted restrictive covenant clause can be saved by the so-called “blue pencil”. For more on this significant […]

Are you ready for the tax and employment authorities’ dawn raids? – Romania

By Theodor Artenie, Mara Moga-Paler A wave of dawn raids from mixed teams of the Romanian tax and employment authorities (ANAF and ITM) is expected this August. As per public declarations, these measures target tax evasion and “black market” labour. In this context, we recommend you take the necessary measures to ensure that all company […]

Quarter 3: Employment Case Law Update

By Laura Wright, Antonia Blackwell For the next instalment in our quarterly case law series, we look back at some of the key cases since April 2019 and the lessons which we can learn from them. Discrimination There have been some interesting discrimination cases this quarter. In Baldeh v Churches Housing Association of Dudley and District […]

Drafting and practical implications of restrictive covenants: Tillman v Egon Zehnder

By Martin Chitty, Siobhan Bishop Restrictive covenants are a key tool for organisations to protect the business when an employee leaves. However, it is vital the drafting goes no further than reasonably necessary to protect a legitimate business interest. If they are drafted too widely, they are unenforceable. We discuss the landmark case of Tillman […]

Global Talent Stream Program Update: What employers need to know

By Natasha Lakhani In July 2019, Employment and Social Development Canada (ESDC) announced changes to the list of occupations under Category B of the Global Talent Stream. Those changes are as follows: 1. One (1) new occupation has been added to the list: NOC 2281 – Computer Network Technicians 2. Two (2) occupations have been […]

When worlds collide – which belief is right?

By Simon Fennell One person’s belief is another one’s extremism, one person’s faith is another one’s bigotry: in this article we explore where the boundaries might lie when an employer faces a clash between two protected characteristics. In recent years we have seen a number of clashes of this type, most notably when religious beliefs […]

ESG and investment governance for pension scheme trustees

By Suzanne Burrell, Jenny Farrell The Pensions Regulator has updated its Investment Governance guidance for DC schemes to reflect recent changes in legislation, requiring trustees to set out their policies on environmental, social and governance (ESG) issues when making investment decisions. Regulations making changes to the disclosure regime for pension schemes were published in September […]

Energy and environment

Kinstellar Energy & Natural Resources Digest: Ukraine, July 2019

By Olena Kuchynska, Oleksandr Plachynta ELECTRICITY: First reflections on the new electricity market in Ukraine Ukraine’s new electricity market began operation on 1 July 2019 and has introduced competition at several levels of the local electricity market. Under Ukraine’s previous electricity pool model of electricity market, all power producers were required to sell output at […]

Tender for Brajići Wind Power Plant Published

By Miloš Vučković, Petar Mitrović The Ministry of Economy of Montenegro published the public invitation for awarding the long-term lease of the state-owned land on the Brajići location, on the territories of Budva and Bar (the Invitation), for the purposes of design, construction, use and maintenance of the wind power plant of the minimal installed capacity […]

Electric vehicle charging points: Every home should have one

On 15th July 2019, almost unnoticed amid the sound and fury of the Conservative leadership contest, the Department for Transport issued a public consultation on proposals to require, via an amendment to the building regulations, all new homes to be fitted with electric vehicle charging points. The proposal forms part of the government’s Road to […]

Getting the Deal Through: Mining 2019 – Angola

João Afonso Fialho, partner, and Ângel Viana, senior associate, write the Angola Chapter for the internacional guide “Getting the Deal Through: Mining 2019”, recently published by the Law Business Research, which analyses the sector in various jurisdictions regarding the actual legislation. Angola is one of the richest countries in the world in natural resources, with significant reserves of diamonds, […]

Tax exemption for EV workplace charging

By Mark Braude With its targets for a carbon neutral future, the Government is increasingly showing support for the uptake of electric vehicles by introducing legislation that benefits drivers and passengers. Tax rules introduced earlier this year determine that where an employer provides an employee with facilities to charge their own all-electric or plug-in hybrid […]

Lifting the fog in search of a filling station

By Andrea Radonjanin A landmark decision enforces abstract colour marks in Serbia. Dusk, and there is a light fog. Your fuel gauge signals that the tank is almost empty. Like a shining star, the familiar colour combination of your preferred filling station shimmers in the darkness (perhaps you like the quality of their service, cleanliness, […]

Implementation of the deposit-return scheme pilot project

Decree-Law no. 152-D/2017 of 11 December established the “Management System for Specific Waste Streams Subject to Extended Producer Responsibility”. This Decree-Law has now been amended by Law no. 69/2018 of 26 December, which introduces a system to encourage (i) the return and deposit of single-use (one-way) plastic drinks packaging, and (ii) the deposit of plastic, […]

Mining 2019 – Angola

By João Afonso Fialho and Ângela Viana Standing 1 What is the nature and importance of the mining industry in your country? Angola is one of the richest countries in the world in natural resources, with significant reserves of diamonds, iron ore, phosphates, copper, gold and manganese, among other valuable natural resources. However, its true […]

Funds

Spotlight on automotive industry: Introduction to the series and financing

By Miriam Simsa, Soňa Hekelová By outsourcing production of major parts of car components, carmakers have also outsourced a substantial amount of their financing needs and associated risks to their suppliers. Still, despite rather slim margins, the prospect of a fairly stable cash flow over a number of years has made the automotive supplier business […]

New rules for Canadian retail payments on way

By Jeffrey Roode In its budget released in March, the Canadian federal government confirmed that it plans to introduce legislation in 2019 to implement a new retail payments oversight framework.  It is proposed that the Bank of Canada will would oversee this regulatory framework. This is a significant development as it will mean that a […]

CIMA publishes regulatory policy on Licensing Requirements for Class C Insurance Companies

By Derek Stenson, Delia McMahon The Cayman Islands Monetary Authority (“CIMA”) published a new Regulatory Policy (“Regulatory Policy”) in May 2019 detailing the regulatory criteria applicable to applications for the granting of Class C insurance company licenses. The Regulatory Policy will be applied by CIMA in addition to the relevant provisions of the Insurance Law, 2010 (the “Law”) […]

New order: (Economic) substance and the Bermuda funds industry

By Adam Bathgate Bermuda was one of several international financial centres to enact economic substance legislation during the latter part of 2018. Along with these other jurisdictions, which included the British overseas territories of the Cayman Islands and the British Virgin Islands and the Crown Dependencies of Guernsey, Jersey and the Isle of Man, Bermuda […]

Breathing space scheme – preparing for 2021

By Abigail Hadfield A breathing space scheme for individuals with problem debt will be implemented by 2021, the Treasury has confirmed. Draft regulations are expected later this year. Lenders, loan servicers, debt purchasers and other acquiring funds can now begin taking steps to ensure that they are prepared for this change. What is breathing space? […]

Cryptoassets: The FCA further clarifies which tokens fall within the FCA’S Regulatory Perimeter through final guidance

By Sushil Kuner, Ian Mason, David E Brennan The Financial Conduct Authority (“FCA”) this month published Final Guidance on Cryptoassets in an attempt to help firms understand whether, and the extent to which, their cryptoasset activities fall under FCA regulation (PS 19/22: Guidance on Cryptoassets) (“the Final Guidance”). In this Insight, Sushil Kuner from our […]

ADGM’S new digital investment frameworks

By Tony Fielding Abu Dhabi Global Market (ADGM) Financial Services Regulatory Authority (FSRA) recently issued guidance on digital investment. It first published a regulatory framework for the establishment of digital banks, which was then followed a week later by a framework for digital investment managers (Frameworks). The Frameworks seek to encourage incumbent banks to engage […]

Capital Markets Update – August 2019

Read below for updates from the Capital Markets: July’s news LSE publishes disciplinary notice for breaches of AIM rules On 1 July 2019, the London Stock Exchange plc (LSE) published a disciplinary notice in relation to the public censure and fine of Telit Communications plc for breaches of Rules 3 and 31 of the Aim Rules for […]

Insolvency and restructuring

Bermuda’s ‘light touch’ provisional liquidation regime

By Henry Tucker, Kyle Masters If a company becomes insolvent or experiences a liquidity crunch, which necessitates a restructuring or resort to higher-risk financing arrangements, the directors should consider whether to commence formal proceedings to facilitate the restructuring or financing Where the directors believe the company is still viable, the company may seek to implement […]

Austria: Management’s liability for payments upon onset of insolvency

By Philipp Kalser, Philipp Wetter A financial crisis and situations where insolvency is imminent are not only challenging for a company and its management, but also entail significant liability risks for management in the case of subsequent insolvency proceedings. Payments made after a company has become materially insolvent (i.e. illiquid or overindebted under Austrian insolvency […]

The return of the Crown preference from 6 April 2020

By James Forsyth The draft Finance Bill 2019-20 was published on 11 July 2019. It includes, amongst other provisions, changes to reinstate HMRC’s status as a preferential creditor in relation to certain debts in corporate insolvencies. This will have an impact for all shareholders and creditors in corporate insolvencies where HMRC is also a creditor. […]

Portugal: An Introduction to Restructuring/Insolvency

By Frederico Gonçalves Pereira, Teresa Pitôrra Having undergone a severe economic and financial crisis in 2011, which catapulted several Portuguese companies into insolvency and judicial restructuring proceedings (“Processo Especial de Revitalização” or “PER”), Portugal’s economic activity has largely improved and, in particular, economic growth, investment and consumer spending have finally reached pre-crisis levels. It may […]

BRRD amendments: Senior Creditors Worse Off

The amendments to the Portuguese Banking Law, which extend the depositor preference to all deposits, will mean that in the event of a bank insolvency common creditors will likely see their recovery expectations greatly reduced in comparison with the previous regime. As a consequence, in the event of a bank resolution, the value of the […]

Insolvency work back with a vengeance in Guernsey

By Mathew Newman Insolvency work is back with a vengeance in Guernsey – and it’s not predicted to slow down. That’s the view of Ogier partner Mathew Newman, who highlights the different types of work underway in this month’s BL Global: Large-scale restructurings under a scheme of arrangements or administration order Property holding companies or […]

Cayman Islands Restructuring – Recent Cases

By Nigel K. Meeson QC Restructuring of insolvent companies in the Cayman Islands is implemented by a flexible regime comprising the appointment of provisional liquidators coupled with an adjournment of the winding-up petition. This enables a restructuring to be pursued, typically through a scheme of arrangement and the dismissal of the winding-up petition. However, recent […]

Insurance

New code of conduct for Bermuda’s insurance brokers and agents

By Gavin Woods Carey Olsen Bermuda partner Gavin Woods takes a closer look at recent legislative changes affecting Bermuda’s insurance brokers and agents. Bermuda law prohibits any person, in or from within Bermuda, from carrying on business as an insurance broker or agent unless he is registered for the purpose by the Bermuda Monetary Authority (Authority).  […]

The Bermuda Captive Insurance Market

By Chiara T. Nannini Bermuda is the world’s largest captive domicile with over 700 active captive licences on its register generating approximately US$54 billion in annual gross written premiums. Having formed the first modern captive in 1962, Bermuda still maintains its global lead. The jurisdiction has earned international credibility as a leading global insurance and […]

Captive insurance: To domicile in Bermuda

By Gavin Woods So, you are interested in forming a captive insurance company. Perhaps your company wants to benefit from the lower cost of insurance when compared with premiums paid to third-party insurers; or perhaps you need to obtain insurance for a type of risk that is proving difficult to cover in the commercial insurance market. […]

Not all M&A claims experiences are created equal. Neither are their insurance experts

Claims activity has increased steadily in the M&A market over the last few years. There are many reasons behind this growth in activity: an increase in the volume of policies written; the growing sophistication of advisors and clients in understanding how M&A policies operate; and policies being written in new, untested jurisdictions that may be […]

Austria: New unified cancellation right for insurance contracts brings legal certainty

By Peter Konwitschka, Johanna Bauer Pursuant to Article 186 of the EU Solvency II Directive (2009/138/EC), EU member states must grant life insurance policyholders a 14 to 30-day period to cancel their contract from the time when the policyholders were informed that the contract was concluded. Background Until 2018, Austria had up to five different […]

What do insurance clients want most from coverage counsel?

Three insurance industry professionals — each of whom works regularly with coverage counsel — discuss what they look for in coverage counsel and what will keep them coming back to do business with them in the future. Key Takeaway Insurance companies are running a business. They want coverage counsel who recognize the broader business context […]

Living but not working in the Cayman Islands

This briefing considers the requirements for foreign nationals (meaning non-Caymanians and persons who are not married to a Caymanian) not wishing to work in the Cayman Islands but to reside there. For those considering such a move, there are various options open to them to make their relocation a reality…

Insurers: heightened risk of non-party costs orders

By Samantha Holland, Emma Carr, Cathy Moore In Various Claimants v Giambrone & Law (a firm) and others [2019], a non-party costs order has been made against insurers, even though those insurers had largely ceded control over the defence to certain insureds. We review the Court’s approach to the exercise of its discretion under s51 of the Senior […]

Pharmaceuticals and healthcare

Duty of care: inadequate safety nets?

How far does the state’s duty of care extend in protecting detained patients–both voluntary and involuntary–from self harm?  Laura Davidson investigates It was recently confirmed in Fernandes de Oliveira v Portugal [2019] ECHR 106 (no.78103/14, 31 January 2019) that a state’s positive obligation under Article 2 of the European Convention on Human Rights (ECHR) applies not only to compulsorily […]

PMPRB Shakeup – Unites States and Switzerland no longer relevant countries

By Alexander Camenzind, Cole Meagher The federal government has announced the long-awaited changes to the Patented Medicines Regulations, which are set to come into force on July 1, 2020. Notable changes to the Patented Medicines Regulations include: Many of these new restrictions will not apply to medicines which are currently on the market. Any medicine which obtains its […]

Regulatory Round-up: Health and Safety – June/July 2019

By Andrew Northage, Stuart Ponting Consultation on new building safety regime; £5 million and other £1 million-plus fines; new food labelling law; and more. Government consults on new building safety regime The government has been consulting on proposals for the reform of the building safety regulatory system, just over a year since the publication of Dame […]

Bolam is dead. Long live Bolam

In this article Simon Fox QC reviews the Bolam test for breach of duty in clinical negligence in the light of recent case law and asks – is it still the test for breach?

Life Science Law Update – organ donation and access to psychotherapy

Popular initiative “Supporting organ donation – saving lives” The Federal Council supports the proposal of the initiative to allow organs to be removed from a deceased person if he or she did not oppose this during his or her lifetime in principle, but will suggest introducing certain measures in order to safeguard the rights of […]

Hospitality seventh sector deal: Q&A with UKHospitality’s Kate Nicholls

By Piers Warne The Secretary of State for Digital, Culture, Media and Sport Jeremy Wright confirmed the Government will begin negotiations with the hospitality sector in relation to their ambitious Industrial Strategy sector deal for tourism in the UK. This will see tourism (and hospitality more generally) recognised as the seventh sector to be given […]

Portugal: An Introduction to Life Sciences

By Francisca Paulouro The life sciences sector in Portugal, in particular the pharmaceutical sector, faces today the same challenges as other European countries: making room for innovation while ensuring the sustainability of the National Health Service. In many ways, the system is a victim of its own success. Improvement of healthcare standards led to an […]

Private Client

Economic substance laws: the private wealth context

By Richard Laignel  Recently as part of on-going international initiatives, a large number of international finance centres (including Jersey, Guernsey, BVI and Cayman) have passed new laws requiring companies which are tax resident in such centres and also conducting certain types of activities to demonstrate that they have an adequate level of physical substance and […]

Guernsey focusing on family offices

By Russell Clark Guernsey’s recently published Financial Services Policy Framework sets out an approach to capitalise upon a range of global specialisms to ensure that Guernsey remains a strong, and stable financial centre servicing sophisticated clients from around the world. Financial services and the associated professional services that support them account for more than half […]

Which parent died first and why does it matter?

By Aidan Gtant Whilst the Evening Standard is correct that the law that is being relied on in this case is “little-used”, prudent Will-drafters should always take care to consider the impact of the commorientes rule on clients and, where possible, take advantage of the potential tax benefits. The commorientes rule determines the ownership of assets where two (or […]

Public sector and local authority

Luxembourg’s EU Anti-Tax Avoidance Directive 2

By William Jean-Baptiste, Eléonore Galleron On 8 August 2019, the Luxembourg Government submitted a draft law to the Parliament (the Draft Law) to implement the Council Directive (EU) 2017/952 of 29 May 2017 (ATAD 2 or the Directive) into Luxembourg domestic law. As a reminder, ATAD 2 constitutes an update of the Council Directive (EU) 2016/1164 of 12 July […]

Funeral agency fined for not complying with earlier CPC decision

By Galina Petkova, Rosen Manchev On 27 June 2019 the Commission on the Protection of Competition (CPC) issued a decision in which it penalised funeral agency Elida MG EOOD (formerly Pokoy-1945 EOOD) for failing to comply with an earlier CPC decision. Such cases in which an undertaking fails to comply with a CPC decision and […]

IR35 – What’s New and What to do

By Zoe Fatchen, Siobhan Bishop In this podcast we discuss the IR35 changes coming in April 2020. We cover HMRC’s response to the consultation, what we can learn from IR35 in the public sector and how private sector organisations can prepare now. Click below to read more.

Quebec to introduce New Loyalty Program Rules on AUG. 01

By Melissa Tehrani On Aug. 1, 2019, the Government of Quebec will amend the Regulation Respecting the Application of the Consumer Protection Act to introduce new rules governing loyalty programs and rewards points (the “Regulations”, final draft version available here). Since the new loyalty program regime will be more comprehensive and restrictive than the rules that were […]

The Brexit withdrawal agreement deconstructed

By Kieran Laird The Withdrawal Agreement sets out the terms on which the UK will leave the EU. Since the Brexit process began, the content of the Withdrawal Agreement has been closely scrutinised and criticised both by parliament and the media. In this blog, we explain how a withdrawal agreement works, as well as what […]

Essential State Aid information and insight

Maravela, Popescu & Roman contributed for yet another edition to the Romania chapter of the State Aid 2019 Guide of Legoloxy – Getting the Deal Through. Founding Partner Alina Popescu and Associate Magda Grigore provided the comprehensive contribution for the Romania chapter of the guide, having as contributing editor Mr. Ulrich Soltész, of Gleiss Lutz […]

The Dialogue between the West and the East – the China-Belarus Great Stone Industrial Park

By Dmitry Viltovsky, Vladislava Kuznetsova In 2010 the cooperation agreement on the establishment of the China-Belarus Industrial Park in the territory of the Republic of Belarus was signed between the Ministry of Economy of Belarus and the Chinese Engineering Corporation CAMC (CAMCE). The China-Singapore Suzhou Industrial Park has become the prototype of the China-Belarus Industrial […]

The necessity for structured decisions on disciplinary sanction

By Cecily White The Administrative Court has quashed a misconduct panel’s decision to impose a final written warning on the basis that the panel failed to follow the correct approach outlined in the College of Policing’s Guidance on Outcomes in Police Misconduct Proceedings: R (Chief Constable of Greater Manchester Police) v Police Misconduct Panel (HHJ […]

Real Estate and Infrastructure

Social Housing Monthly Law Update – August 2019

By David Isaacson TLT’s monthly law update on all things affecting social housing Highlights this month include: What does Brexit frustration mean for your lease? Consultation: Good Work Plan: Proposals to support families calling for views on changes to parental leave entitlements Guidance on 5-year housing land supply and Housing Delivery Test Regulator of Social […]

Addressing the broken business rates system

CEOs of more than 50 high street retailers have today written to the Chancellor calling for reform on the ‘broken business rates system’.  Business rates have, they say, increased by over 50% since the 1990s and are in part responsible for the collapse of some high street brands. Collyer Bristow, whose clients include many retailers […]

Dear Secretary of State for Housing, A plea for a coherent housing policy to improve housing delivery

Robert Jenrick, the new Secretary of State for Housing, Communities and Local Government will today complete his first week in office. His initial pronouncements about increasing housing delivery appear very encouraging. Added to which, his new boss Boris Johnson, seems keen to do things differently. And well he might, as the Conservative Party’s track record […]

Major change: the VAT reverse charge for building and construction services

By Kate Garcia, Caroline Airey The domestic reverse charge – referred to as the reverse charge – is a major change to the way VAT will be collected in the building and construction industry. However a significant number of construction businesses are unaware of it, and many more are unprepared for the coming changes. The […]

Short-term ‘Airbnb’ lets: Ongoing issues

Karl Anders, Walker Morris’ Housing Management & Litigation partner, highlights ongoing legal, practical and political issues with the sharing economy and short-term ‘Airbnb’-style lets. Short-term lets: The story so far Walker Morris has reported previously on legal and practical issues arising from the ‘Airbnb’-style short-term holiday lets model.  We have explained that such lets are often likely […]

Court of Appeal indicates TVGs now a less effective weapon against development

Walker Morris’ Andrew Beck explains that developers will welcome a recent Court of Appeal decision which is likely to result in Town and Village Green (TVG) applications becoming a less effective weapon against development. TVGs – The story so far In our previous briefing, we explain in some detail TVG registrations and the legal and practical […]

Technology, Media and Telecommunications

Ediscovery Buyer Guide 2019: A Framework for Selecting the Right Solution

Executive Summary The digital universe is growing at an exponential rate—expected to reach 44 trillion gigabytes by 2020—creating a big, expensive problem for litigators and internal investigators who aretasked with mining through increasingly massive troves of documents. Although there are many solutions for document review, conducting thorough vendor evaluations is a challenge. This paper is […]

Bermuda – Open for fintech business

By Chris Garrod Bermuda has a long history of being a leading jurisdiction, quick to meet the changing needs of business. From captive insurance to alternative investments, the island has welcomed innovation, with its government and the private sector successfully working together to foster thriving, but well-regulated, new markets. Blockchain and digital assets are no […]

Spotlight on Uzbekistan: Kinstellar’s regular look at the Uzbek market

By Joel Benjamin, Muborak Kambarova Adoption of the Personal Data Law The Law on Personal Data (“Law“) No. ZRU-547 was signed by the President on 2 July 2019. It will come into force on 1 October 2019. The Law defines personal data as information recorded on an electronic, paper and/or other material carrier relating to […]

The Shipping Law Review – Portugal

Commercial Overview Of The Shipping Industry In recent years, the Portuguese government has been working actively on several strategic policies primarily aimed at strengthening traditional ocean activities (e.g., fishing and aquaculture, maritime transport, ports and the naval industry) and empowering emerging economic activities related to the use of the oceans (such as blue biotechnology, ocean […]

A rundown of the latest regulatory developments in the Portuguese online gambling market

Tiago Bessa, managing associate of the Information, Communication & Technology practice, gives an interview to EGR (eGaming Review), an online publication dedicated to gaming industry, about the latest regulatory developments in the Portuguese online gambling market and its growth expectations. Among other topics, the lawyer answered questions related to entries of new market operators, existing […]

Body-worn cameras

By David Asker The Government are making body-worn cameras for enforcement agents compulsory, the mandatory body-worn cameras will ensure that enforcement agents visiting debtors will be recorded. Justice Minister Paul Maynard commented “Whilst most bailiffs act above board, body-worn cameras will provide greater security for all involved – not least consumers who are often vulnerable. […]

Costs, conduct and clarity of approach in Code claims

By Andrew Maclean, David Manda Since its implementation in 2017, the new Electronic Communications Code (the Code) has generally made it easier for network operators to install and maintain apparatus in, over and under both private and public land. However, whilst reform was required to keep pace with technology, disputes between landowners and network operators are […]

Tax

OECD latest review includes approvals for Guernsey and Jersey

By David Patterson The OECD Forum on Harmful Tax Practices (FHTP) has concluded that the domestic legal frameworks of Guernsey and Jersey are in line with agreed standards and therefore “not harmful”. This latest endorsement follows the approval by the EU Code of Conduct Group of the substance regimes of both jurisdictions in March 2019. […]

Recognizing tax implications for damage awards

By Scott Kugler, Michael Bussmann, Kavi Sivasothy As Celine Dion once sang, taxes are as inevitable as rain. THD Inc. c. Sa Majesté la Reine (2018 CCI 147), a recent Tax Court of Canada decision, provides a fresh reminder for lawyers to be mindful of potential tax implications of damage awards. Lawyers need to be aware that a damage […]

Increased turnover limit for tax credit on sponsorships – Romania

By Theodor Artenie, Anamaria Tocaci, Alexandra Barbu The turnover limit for the calculation of the tax credit for sponsorships, patronage, and private scholarships has increased from 0.5 % to 0.75 %. The amendment, which entered into force on 29 July 2019, is set forth by Law 156/2019 for amending art. 25 par. (4) lit. i) of Law no. 227/2015 on the Romanian […]

Transfer Pricing: What’s New in Canada (Part I)

By Jim Wilson, Nathan Jin Bao Since 2012, there have been unprecedented developments in Canada and globally in the area of international tax. The sheer volume and complexity of these developments make it difficult for Canadian corporations to keep up on what changes actually impact transfer pricing. Also during this period, in addition to some […]

Plans to restore HMRC as a secondary preferential creditor take a step closer to reality – where now for the Rescue Culture?

By Michael Taylor, Ian Akitt, Simon Clark, Peter Considine, Gawain Moore As we reported earlier this year, the government announced in the 2018 Budget that it planned to introduce legislation to make HM Revenue and Customs (HMRC) a secondary preferential creditor for certain tax debts paid by employees and customers on the insolvency of a business. HMRC is currently an unsecured creditor […]

Update to Bermuda’s economic substance legislation

The month of June 2019 saw a number of important updates to Bermuda’s economic substance regime ahead of the 1 July deadline for compliance for entities in existence when the legislation came into force. This bulletin contains a summary of those developments. Entities Tax Resident Overseas Out Of Scope The Economic Substance Amendment Act 2019 […]

Jersey’s economic substance requirements – identifying holding company business and its implications

This briefing forms part of our series on identifying relevant activity for the purposes of the Taxation (Companies – Economic Substance) (Jersey) Law 2019 (the “ESJL”), in this case holding company business. Identifying Holding Company Business (“HCB”) The ESJL defines HCB as “the business of being a holding company”, which suggests it applies to all […]

Uzbekistan – Reforms in the provision of tax and customs incentives

In order to further improve the investment climate in Uzbekistan, ensure the implementation of fair competition principles, as well as regulate the practice of granting tax and customs incentives, the Presidential Decree of the Republic of Uzbekistan ‘On measures to further streamline of tax and customs incentives provision’ No. УП- 5755 was adopted on 27 […]

Transport (Including aviation and shipping)

Bermuda – Law and Practice

By Julie E. Mclean, Angela F. Atherden 1.0 Aircraft and Engine Purchase and Sale 1.1 Sales Agreements Taxes/Duties Payable Upon Execution of the Sales Agreement No taxes or duties are payable in Bermuda as a consequence of the execution of an aircraft or engine sale agreement, unless the agreement is physically executed in Bermuda and […]

British Virgin Islands – Law and Practice

By Audrey M. Robertson 3. Aircraft Debt Finance 3.1 StructuringRestrictions on Lending and Borrowing There are no restrictions on foreign lenders financing an aircraft locally, nor on borrowers using the loan proceeds. Effect of Exchange Controls or Government Consents There are no exchange controls or government consents that would be material to any financing or […]

The Shipping Law Review – Mozambique

Commercial Overview Of The Shipping Industry Over the years Mozambique’s economy has been consistently fuelled by the exploration of the country’s massive minerals reserves, notably coal and ores. In addition to minerals, the country has gigantic reserves of natural gas, with the OECD expecting Mozambique to become in the medium term one of the top […]

The Shipping Law Review – Angola

Commercial Overview Of the Shipping Industry Oil continues to be the backbone of the Angolan economy. Despite the dramatic drop in oil prices that started in mid 2014, which substantially reduced the country’s tax revenues and exports, with growth coming to a halt and inflation accelerating sharply, oil production and its supporting activities still account […]

Battle over an airfield; housing, heritage, conservation and more

By Hashi Mohamed Introduction A Planning Inspector recently delivered a long-awaited decision following an appeal under Section 78 of the Town and Country Planning Act 1990. The appeal was lodged following non-determination by Wiltshire Council over a site for major housing development in Old Sarum Airfield, in one of the original ‘rotten boroughs’ of Old Sarum. The […]

The International Comparative Legal Guide to Shipping Law 2019: Angola

By João Afonso Fialho, José Miguel Oliveira In the event of a collision, grounding or other major casualty, what are the key provisions that will impact upon the liability and response of interested parties? In particular, the relevant law / conventions in force in relation to: (i) Collision The following international conventions are enforceable in […]

The International Comparative Legal Guide to Shipping Law 2019: Mozambique

By João Afonso Fialho, José Miguel Oliveira In the event of a collision, grounding or other major casualty, what are the key provisions that will impact upon the liability and response of interested parties? In particular, the relevant law / conventions in force in relation to: (i) Collision The following international conventions and regulations are […]

New Trade Regulations in Serbia: Paving the way to the digital market?

By Sanja Spasenović, Goran Radošević On 22 July 2019, Serbia enacted a new Law on Trade, as well as some important amendments to the Law on E-Commerce. The new trade regulations in Serbia are an attempt to keep pace with European legislation and the comparative practices of other countries, with the applicability of some provisions postponed until […]

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