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When is a director personally liable for a company's wrongs?
A recent Court of Appeal judgment considers when a director might be liable for wrongs committed by the company (including, specifically, by way of accessory liability).
Read moreMeaning of contractual duty of good faith
The Court of Appeal has taken a restrictive interpretation of an express duty of good faith in a decision handed down on 21 October 2022 - Re Compound Photonics Group Ltd; Faulkner v. Vollin Holdings Ltd [2022] EWCA Civ 1371. This decision is important as (i) the Court of Appeal judgment provides a lengthy examination of the meaning of a contractual duty of good faith, and (ii) the decision casts doubt on some previous case law on this point (including overturing the High Court's decision).
Read morePLC QTRLY - Q2 2022
This is our regular quarterly update to help our listed company clients and other market participants keep up to date with key developments relevant to issuers on the Main Market and AIM market of the London Stock Exchange.
Read moreHow to comply with the FCA's new diversity and inclusion targets for listed companies
The FCA has finalised its new rules on diversity and inclusion on listed company boards and executive committees. The rules, which are set out in the FCA's policy paper PS22/3: Diversity and inclusion on company boards and executive management, are substantially in line with the proposals set out in the FCA's consultation paper CP 21/24. In scope listed companies are required to include a statement in their annual financial report on whether they have met specific board diversity targets on a ‘comply or explain’ basis, as at a chosen reference date within their accounting period.
Read morePLC QTRLY - Q1 2022
Post-Covid and post-Brexit changes are on the horizon for the UK's public companies. This is the first of our regular updates to help our listed company clients and other market participants keep up to date with key developments relevant to issuers on the Main Market and AIM market of the London Stock Exchange.
Read moreBalance on the board: Eight things UK PLCs need to know about the FCA's diversity targets
The Financial Conduct Authority's proposals will mean UK listed companies need to disclose whether their boards and senior management teams meet new gender and ethnic diversity targets.
Read moreTakeover Code: What has changed?
On 5 July 2021, the most significant changes to the Takeover Code (the Code) since 2011 took effect. The changes are intended to standardise the treatment of regulatory clearances and simplify the offer timetable. An overview of the main changes is set out below.
Read moreUK Listing Review wants companies to stay at home
Recommendations will make it easier to list and fundraise on the London Stock Exchange
Read moreTime for public companies to come clean: New UK climate-related disclosures and ESG guidance
Companies listed on the London Stock Exchange's Main Market will need to include a statement in their annual report confirming if they have made climate-related disclosures consistent with the recommendations of Task Force on Climate-related Financial Disclosures (TCFD). Companies planning to IPO, or move from AIM to the Main Market, are also affected by these new Listing Rules.
Read moreRestrictive covenants in shareholders' agreements and commercial contracts
The Court of Appeal has recently reaffirmed the approach to the enforceability of restrictive covenants in shareholders' agreements and other commercial contracts.
Read moreCorporate governance for large private companies
For financial years beginning on or after 1 January 2019, large private companies will need to adhere to the requirements contained in a new corporate governance code published by the Financial Reporting Council. The introduction of the new code followed multiple scandals which revealed poor corporate practices and neglect of stakeholders' interests. As a result, the code seeks to rebuild confidence and trust in these large private companies.
Read more'Green Finance' enters the mainstream
With the UK's recent commitment to cut emissions to net zero by 2050, the financial sector is looking to 'green finance' to encourage investment in sustainable and environmentally-friendly businesses. Recent examples, like Nokia's €1.5 billion credit facility announced last week, show that environmental impact is becoming a key consideration for lenders and borrowers.
Read moreNational Security and Investment – the EU's response
National security concerns regarding Huawei continue to make headlines around the world, against the backdrop of an ongoing US / Chinese trade war. This blog looks at new EU rules on foreign investments which raise security or public order concerns.
Read moreStamp duty land tax (SDLT) avoidance and corporate property deals – the importance of timing!
The First-Tier Tribunal has, in a recent decision, caused something of a stir for clients and advisors familiar with the well-trodden (and, usually, tax-efficient) use of offshore unit trusts to hold UK property.
Read moreMore than you bargained for: the implied duty of good faith
The recent High Court decision in Bates v. Post Office (No. 3) confirms a general principle that if a contract is a "relational" contract then it will include an implied obligation of good faith. Previously, there had been doubt whether such a general principle exists, as historically this was not an approach recognised by the English courts.
Read moreDerivative transactions – the obligation to report
As the recent £34.9m fine for Goldman Sachs shows, the FCA takes the obligation to report derivative transactions seriously. How does this affect parties who trade infrequently, and what changes to the reporting requirement can we expect post-Brexit?
Read morePart Three: Five practical implications of side letters and most favoured nations clauses for fund investors and managers
In this third and final part of our series on side letters and most favoured nation (MFN) clauses in private equity funds, we examine five practical implications for investors and managers.
Read morePart Two: Side letters and fundraising
In this second of a three part series, we look more closely at side letters and most favoured nation (MFN) clauses in the private equity space.
Read morePart One: Overview of side letters & MFNs when investing in private equity funds
In the first of a three part series we consider the importance of side letters and most favoured nations (MFN) clauses in private equity funds.
Read moreAI in auditing: Embracing a new age for the profession
Artificial Intelligence (AI) is a rather new concept for many (ignoring those versed in 80’s Sci-Fi movies); it’s something many don’t know much about and certainly don’t use in our day-to-day lives (or at least appreciate we are using). However, that’s not the case for everyone. Auditors have long been reaping the benefits of AI, but are auditors just scratching the surface of what AI can offer and what impact will an increased use have on their insurance requirements and claims they face?
Read moreEU AI ACT-ion stations
The EU is forging ahead with its vision for AI. With wrapping up talks on the EU AI Act between the EU governments, the Commission and the parliamentary negotiators imminent, we bring you up to date on the EU's risk based approach, the scope of the Act, a timeline, key points that will form the basis of the discussions and next steps.
Read moreWhat To Know About AI Fraudsters Before Facing Disputes
Fraudsters are quick to weaponise new technological developments and artificial intelligence is proving no exception, with AI-assisted scams increasingly being reported in the news, including most recently one using a likeness of a BBC broadcaster.
Read moreThe November 2023 AI safety summit and the UK's direction of travel
The government has confirmed that the UK AI safety summit will be held at Bletchley Park on 1 and 2 November 2023.
Read moreUK Government sets out proposals for regulation of AI
What are the UK Government’s plans for the future regulation of artificial intelligence (AI)?
Read moreUK government announces the launch of an AI standards hub
What does the new artificial intelligence (AI) standards hub mean for businesses seeking to develop AI technologies?
Read moreICO publishes guidance on AI decision making
How can companies comply with data regulation when using AI to make decisions affecting individuals?
Read moreWeighty issues for diet app developers
2022 is set to be the year of the diet app. The distinction between what is a mere lifestyle app and what should in fact be a regulated medical product or service can be difficult to assess.
Read moreStay on top of Intellectual Property
Whether you’re just starting out or launching a new product, there are a wealth of intellectual property issues to consider in the world of distilling. Here, Ciara Cullen, Ben Mark and Sarah Mountain outline those do’s and don’ts, the changing landscape and how to thrive in 2021 and beyond.
Read moreTechnology in Insurance
On 16 June 2022 RPC hosted an afternoon of talks and panel sessions on the theme of 'Technology in Insurance', the culmination of the firm's TechWeek which brings market experts and lawyers together to discuss risks and opportunities with new technologies within different business sectors.
Read moreA guide to buying and selling English residential property
With the advent of COVID-19, Brexit and global market volatility, the mature, fast-moving English real estate sector faces unprecedented challenges. However history has shown the English residential property market to be particularly resilient and many consider this a time of unique opportunity.
Read moreSports Ticker #111: New era for women's football, NFT football trading cards and Twickenham's naming rights deal – a speed read of commercial updates from the sports world
In a fortnight which saw the Paris 2024 Summer Olympics come to a close, Andy Murray's retirement from tennis and British Basketball's Manchester franchise acquired by a US-based investment group, we bring you updates on the "New Era" for women's football, the NFL and Sony's new partnership, and Twickenham's new naming rights deal.
Read moreSports Ticker #110: Special Edition - 2024 Summer of Sport - a speed read of commercial updates from the sports world
In a fortnight which has seen Euro 2024 final heartbreak for England's men and a spectacular (but wet) opening ceremony at Paris 2024, we bring you a very special edition of the Sports Ticker: the 2024 Summer of Sport! Read on for a Ticker roundup of the biggest events this summer: Euro 2024 and the Paris 2024 Summer Olympics.
Read moreSports Ticker 109: Wimbledon esports, Euro 2024 sustainability and renaming Old Trafford – a speed read of commercial updates from the sports world
In a fortnight which saw Southgate step down as England manager after the Euro 2024 final defeat to Spain, Alcaraz and Krejcikova win the Wimbledon's singles tournaments, and Tadej Pogačar lead the Tour de France, we bring you updates on a new Wimbledon esports tournament, Old Trafford naming rights and UEFA's sustainability goals.
Read moreSports Ticker #108: football governance, F1 in Asia and AI marketplaces
In a fortnight which saw Real Madrid lift the Champions League Cup once more, a new "Ultimate Championship" athletics event announced and Charles Leclerc win on home soil for the first time in the Monaco Grand Prix, we bring you updates on the now-halted Football Governance Bill, potential Formula 1 expansion into Southeast Asia and record-breaking interest in women's sports.
Read moreSports Ticker #107: football sustainability, AI team selection and new F1 tech – a speed read of commercial updates from the sports world
In a fortnight which saw Manchester City bag its fourth consecutive Premier League victory, Brazil announced as the host of the 2027 Women's World Cup and Will Smith purchase his own electric powerboat team, we bring you updates on sustainability in football, AI in cricket, and bees in baseball.
Read moreSports Ticker #106: Liverpool's Adidas kit, a new athletics venture and the London Marathon – a speed read of commercial updates from the sports world
In a fortnight which saw women's Rugby League launch its world-first player-run TikTok account, Ferrari's F1 partnership with HP, and Apple reportedly on the verge of a global broadcast deal for FIFA World Cup, we bring you updates on a new athletics joint venture, Wrexham AFC, and the disqualification of all three medallists in the Beijing half marathon.
Read moreSports Ticker #105: WIPO's esports partnership, MotoGP takeover and Brighton's record profits – a speed read of commercial updates from the sports world
In a fortnight which saw the UK Football Governance Bill introduced to Parliament, TNT Sports and Discovery+ win rights to show the 2024 Autumn Nations Series and rumours of "multiple proposals" to host the 2026 Commonwealth Games, we bring you updates on a collaboration between WIPO and the Esports Integrity Commission, MotoGP's takeover and JPMorgan's formation of a specialist sports investment group.
Read moreSports Ticker #104: European sponsorship record growth, Germany's Adidas to Nike swap and Formula E shifts gears – a speed read of commercial updates from the sports world
In a fortnight which saw Pete Distad named as CEO of the new Disney-Fox-Warner Bros sports streaming venture, Nottingham Forest losing four points for breaching Premier League profit and sustainability rules, and the announcement of a new fan engagement app for Swedish esports organisation Ninjas in Pyjamas, we bring you updates on German football's Adidas-Nike kit supplier swap, steps forward on the new structure for women's cricket and a bizarre bee blitz on Carlos Alcaraz.
Read moreSports Ticker #103: Paralympics' media reach, Super League trade mark, and Red Bull Padel – a speed read of commercial updates from the sports world
In a fortnight which saw Wimbledon recognised as having the highest ad engagement for women's sports events in 2023, the FIA President investigated for alleged race interference, and world No 1 Novak Djokovic knocked out of the Indian Wells tournament by world No 123 "lucky loser", we bring you updates on media deals for the 2024 Paris Paralympic Games, attempts to register an EU trade mark for "The Super League", and the partnership between F1 and Tommy Hilfiger.
Read moreSports Ticker #102: Giant joint streaming venture, UEFA's environmental efforts and Casemiro's move to Adidas – a speed read of commercial updates from the sports world
In a fortnight which saw the Super Bowl LVIII become the most-watched American TV event since the moon landing, Sir Jim Ratcliffe complete his £1.3bn Manchester United deal, and Emirates announce a multi-year partnership deal with Wimbledon, we bring you updates on UEFA's greenest tournament yet, Casemiro parting ways with Nike, and the upcoming launch of a new sports streaming platform.
Read moreSports Ticker #101: AB InBev's Olympic Gold, UEFA's commercial rights, and Snooker in Saudi Arabia – a speed read of commercial updates from the sports world
In a fortnight which saw F1 owner Liberty Media named the "World's Most Valuable Sports Empire 2024", the 2023 Rugby World Cup confirmed as the most-watched rugby event of all time, and the shock announcement of Lewis Hamilton's move to Ferrari, we bring you updates on AB InBev's Olympic partnership, UEFA's tender process for global commercial rights, and British Cycling's uphill struggle.
Read moreSports Ticker #100: Earps' SPOTY win and shirt sell out, smart ball company raises US$15m, and Unilever sponsors UEFA – a speed read of commercial updates
In a fortnight which saw Mary Earps win the Sports Personality of the Year 2023, FIFA receive three Women's World Cup 2027 bids, and Endeavor invest in Chess.com, we bring you updates on the first Lioness to trade mark her name, the ground-breaking Guinness Six Nations sponsorship, and a multi-year broadcasting deal between TNT and Formula E.
Read moreSports Ticker #99: Golf's big hitters, Women's FA breakaway and tennis elite tour – a speed read of commercial updates from the sports world
In a fortnight which saw the Premier League agree a new £6.7 billion deal with Sky and TNT Sports, France named the preferred candidate for the 2030 Winter Olympic and Paralympic Games, and 518 million people watch the ICC Cricket World Cup live through Disney Star, we bring you updates on Trent Alexander-Arnold's £26 million Adidas deal, new rules for golf balls, and a potential F1-style tennis tour.
Read moreSports Ticker #98: Sports Business Awards 2023, Las Vegas Grand Prix, and the brands changing the world through sport
In a fortnight which saw Manchester City post record revenue and profits, Everton receive a points deduction relating to P&S issues, and the League of Legends World Championship become the most watched esports tournament, we bring you updates on the Sports Business Awards 2023, Las Vegas Grand Prix and Kansas City Chiefs' new relationship (no, not that one…).
Read moreSports Ticker #97: Esports World Cup 2024, the increasing value of women's sports and European Super league
In a fortnight which saw DAZN secure exclusive F1 rights in Spain until 2026, Jude Bellingham become the first England player to win the Kopa Trophy for best performing under-21 player in the world, and FIFA ban Luis Rubiales for three years from all football activity, we bring you updates on Saudi Arabia's new Esports World Cup, planned increases in investment in women's sports and the marketing value of influencer athletes.
Read moreSports Ticker #96: Russia's Olympic suspension, FIFA's five time zones and 2023's most marketable athlete – a speed-read of commercial updates from the sports world
In a fortnight which saw the first female referee of a men's international match at Wembley, Saudi Arabia launch its World Cup 2034 bid and NZ's All Blacks named the world's most valuable rugby team, we bring you updates on the suspension of the Russian Olympic Committee, the return of UK professional netball and the potential five time zones of the FIFA World Cup 2023.
Read moreSports Ticker #95: female F1 test-driver, blockchain in cricket and Berlin marathon disruption – a speed-read of commercial updates from the sports world
In a fortnight which saw a delay in the implementation of the National Football Agent Regulations in England pending the resolution of private arbitral proceedings, and the release of the Beckham documentary on Netflix, we bring you updates on the first female F1 test driver in 5 years and disruption to the Berlin marathon by climate protestors. We also cover the Rugby World Cup's potential new pay wall, the use of blockchain in cricket and, of course, the sale of Travis Kelce's American Football jerseys rocketing 400% thanks to Taylor Swift.
Read moreSports Ticker #94: World Rugby fantasy league game, all-green PGA and PSG to open first UK store – a speed-read of commercial updates from the sports world
In a fortnight which saw Oscar Piastri celebrate the extension of his McLaren contract until the end of 2026 with a podium finish in Japan, and Mary Earps be awarded England Women's Player of the Year, we bring you updates on World Rugby's new fantasy league game and BMW PGA's commitment to be the first sports TV production to be powered entirely by green hydrogen. We also cover Unity Engine's proposal to introduce fees to game developers and the La Liga shirt sponsorship of Clwb Pel Droed Llanfairpwllgwyngyllgogerychwyrndrobwllllantysiliogogogoch.
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