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'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 moreBrexit delay prolongs uncertainty for insurers
Yesterday's announcement of Halloween as the new deadline for Brexit will prolong uncertainty for many UK insurers.
Read moreUK property – big tax changes for non-UK residents
From 6 April 2019, all gains from UK real estate realised on disposal by non-residents, whether residential or commercial property and whether by way of direct or "indirect" disposal, will be subject to UK capital gains tax or corporation tax.
Read moreA licence to kill... a licence
In the second of a number of short articles we are producing in relation to businesses in the tech space, we will be discussing a real life example of what not to do when diligencing a tech company and its third party IP licence agreements.
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 moreNew regulations to permit assignment of receivables under commercial contracts now in force
After more than four years of consultation, draft regulations and revisions, the Business Contract Terms (Assignment of Receivables) Regulations 2018 (the Regulations) have now taken effect, and apply to all relevant contracts entered into on or after 31 December 2018.
Read moreHuawei and UK National Security - A new technology cold war?
Chinese technology giant, Huawei, has been making plenty of headlines recently. First, a number of Western governments (including the US, Australia and New Zealand) have banned Huawei equipment from being used in 5G networks, citing national security concerns. Next, Huawei's CFO was arrested in Canada in connection with alleged breaches of international sanctions.
Read moreSomething out of the ordinary (share capital)
The term ordinary share capital is widely used in UK tax provisions. While the term has a statutory definition a recent table by the Chartered Institute of Taxation shows how HMRC has interpreted it in practice.
Read moreTech talent: To purchase or to hire…that is the question
When acquiring tech companies & their human talent, there are some key considerations that buyers should take into account when formulating their M&A strategy
Read moreDrafting: you do the maths
Chartbrook v. Persimmon provides a good example of why contracts can benefit from worked mathematical formulae to aid courts in interpreting key contractual clauses.
Read moreManaging expectations: key considerations for early stage start-ups and their investors
Peter Sugden discusses "good leaver / bad leaver" provisions in early-stage venture capital investment to help explain key terms for start-up business.
Read moreNew Development: National Cyber Security Centre warns AI is likely to heighten global ransomware threat
The National Cyber Security Centre (NCSC), part of GCQH, has published a report on the “near-term impact of AI on the cyber threat” over the next two years, which concludes that: (i) AI is already being used in cyber activity in a malicious way; and (ii) the volume of cyber attacks and the global ransomware threat are likely to be heightened over the next two years.
Read moreUK Supreme Court rejects AI as “inventor” under the Patents Act
What is the scope and meaning of “inventor” in the UK’s patent framework, and will it accept an AI machine as being the sole inventor?
Read moreCourt of Appeal holds Samsung liable for trade mark infringement by third-party apps
Can online platforms be liable for trademark infringement by third-party apps?
Read moreThe new EU Digital Operational Resilience Act (DORA)
What can financial services entities and ICT providers expect from DORA and what do they need to do prepare for it?
Read moreWhat the AI is going on… December 2023 to March 2024
Google launched its newest GenAI, Gemini Nano. Designed specifically for mobile phones it presents new competition to market leaders OpenAI. Gemini Nano will allow AI apps that operate offline as opposed to only on servers and provide improved privacy for users.
Read moreUK Government publishes response to AI White Paper consultation
What approach has the UK Government’s adopted in its response to the consultation on the AI regulation White Paper (the White Paper)?
Read moreExpress and implied good faith obligations and relational contracts
Did an express or implied general duty of good faith arise under a relational contract between parties who were also competitors?
Read moreInterest clauses – displacing the courts’ wide discretionary powers to award interest on debt or damages
What is the courts’ approach to awarding statutory interest when a contract provides for contractual interest.
Read moreIncorrect invoicing – claiming the difference between sums mistakenly invoiced and sums correctly due under agreement terms
When a supplier invoices a lower sum than the figure due under the agreement, can the customer defend a claim in debt based on incorrect invoicing?
Read moreSPA breach of warranty claim – interpreting a no material adverse change warranty
How will the courts assess an alleged breach of a warranty that there had been no material adverse change in the financial prospects of a company?
Read moreExclusion clauses - loss of profits and wasted expenditure
What factors does the court take into account when construing an exclusion clause that covered loss of profits and wasted expenditure, and how does the court approach arguments on whether UCTA applies where the parties are dealing on standard terms of business that have been subject to some negotiation?
Read moreExcluding statutory implied terms – inequality of bargaining power considerations
In what circumstances is it reasonable to exclude the statutory implied term as to quality?
Read moreEthics in the age of AI: new Institute of Directors checklist
What are the key considerations for boards regarding the ethical use of AI within their companies based on the Institute of Directors’ (IoD) Checklist for Boards (Checklist)?
Read moreGovernment White Paper sets out UK approach to AI regulation
How is the UK Government looking to regulate AI?
Read moreDigital Markets, Competition and Consumers Bill opens door for stricter regulation of news platforms
How might the proposed Digital Markets, Competition and Consumers Bill (the Bill) affect news reporting by digital platforms?
Read moreDCMS publishes new Code of Practice for app developers and app store operators
What do app developers and app store operators need to do to comply with the new Code of Practice published by the Department for Digital, Culture, Media and Sport (DCMS)?
Read moreNew Metaverse regulation proposal to be discussed by EU Commission
How does the European Commission (EC) intend to regulate the Metaverse?
Read moreOnline Safety Bill: Latest amendments increase focus on children safety
What is the focus of the latest round of amendments proposed to the Online Safety Bill and how will these impact online platforms?
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 moreOfcom prepares for implementation of Online Safety Bill
How and when does Ofcom expect to carry out its new regulatory function for online safety created by the Online Safety Bill?
Read moreICO to focus on vulnerable and disadvantaged in new three-year plan
How does the UK’s Information Commissioner’s Office (ICO) propose to protect the data of those most vulnerable in society?
Read moreEuropean Parliament adopts the Digital Markets Act and the Digital Services Act
What are the next steps in the legislative timelines for the Digital Markets Act (DMA) and the Digital Services Act (DSA) and what should companies be doing now to prepare?
Read moreEuropean Commission publishes Q&As on the new Standard Contractual Clauses
What does the latest guidance from the European Commission tell us about the new Standard Contractual Clauses (SCCs) under the EU’s General Data Protection Regulation (GDPR)?
Read moreUK announces new copyright exemption for text and data mining to promote AI development
What does the UK Government’s response to its consultation on Intellectual Property (IP) and Artificial Intelligence (AI) mean for text and data mining?
Read moreThe EU Accessibility Act
What obligations will the EU Accessibility Act place on companies that manufacture or provide in-scope products and services?
Read moreThe UK’s new Data Protection and Digital Information Bill
Will the Data Protection and Digital Information Bill achieve its stated aim of encouraging innovation and easing the burden of compliance for businesses, while upholding high data protection standards?
Read moreSnapshots Autumn 2022
A roundup of key legal developments for the modern commercial lawyer.
Read moreImproper threats to disclose private and commercially sensitive information obtained from conversation overheard during acquisition negotiation
Can the court prevent disclosure of information of a confidential nature obtained from a private conversation overheard by the opposing party during a negotiation?
Read moreCourt of Appeal construes “affiliates” in settlement agreement release clause widely to include own as well as other party affiliates
Will a court give a broadly drafted “full and final settlement” release clause its natural meaning to release all affiliates including a party’s own affiliates?
Read moreThe new Product Security and Telecommunications Infrastructure Bill
What will the proposed Product Security and Telecommunications Infrastructure Bill (Bill) mean for manufacturers, importers and distributors of connectable consumer products?
Read moreEuropean Commission forces consumer and advertising changes on TikTok
How does the European Commission enforce consumer and advertising rules against technology companies who are rapidly adapting their use of content and data?
Read moreRestraint of trade covenants – post-termination non-compete clause invalid as no legitimate interest to protect
In what circumstances will a non-compete clause imposing restrictions on a party after the termination of an agreement be enforceable?
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