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Services for Business

Services for Business We examine the commercial rationale behind any transaction before drafting the necessary legal documents. We offer a comprehensive range of legal commercial services including: Transactional Agreements – acquisitions and disposals of shares, buy-outs/buy-ins, asset/b

Companies Act 2006 - Articles of Association

From 1st October 2009, the Articles of Association (“articles”) will form the main constitutional document of a company. Please see the separate briefing note “Companies Act 2006: Memorandum of Association” for details regarding changes to the memorandum. All companies must

Companies Act 2006 - Memorandum of Association

From 1st October 2009, the Memorandum of Association (“memorandum”) of a company will no longer form part of a company’s constitution. The Companies Act 2006 (“2006 Act”) defines a company’s constitution as its Articles of Association and any resolutions and agre

Company Commercial

Company Commercial Our Company Commercial department deals with a wide range of legal issues affecting both businesses and individuals. For an organisation to operate effectively it is vital that company documents are correctly drafted and reviewed, and that Agreements are ‘fit for purpose&r;

Commercial Law News - October 2009

Companies Act 2006: Memorandum of Association Companies Act 2006: Articles of Association Companies Act 2006: Overseas Companies Insolvency 1.            Companies Act 2006: Memorandum of Association Provisions of

Commercial Litigation

Commercial Litigation Our Commercial Litigation department is experienced in handling disputes arising in the corporate and commercial sector. At some point nearly all businesses are involved in disputes, whether a minor issue or a more substantial matter that could threaten the reputation of a bu

Commercial Property

Commercial Property Our Commercial Property department gives practical guidance and assistance on all issues relating to commercial property law, covering both premises and land. We are expert in landlord and tenant work and in the purchase and sale of commercial property, both freehold and leaseh

Companies Act 2006 - Synopsis of the New Act

The new Companies Act 2006 represents the most fundamental reform of company law for more than fifty years and is said to be the longest Act ever passed by Parliament. Much of the previous law affecting companies will be repealed or amended by the Act. Some of the major changes include: Direct

Companies Act 2006 - Shareholders Resolutions and Meetings

The Companies Act 2006 provides for private companies to pass resolutions:-  at a meeting; or by written resolution. Please see the separate Briefing Note “Companies Act 2006: Written Resolutions” for further information on written resolutions. Where the Act requires a resol

Commercial Law News - April 2008

Corporate Manslaughter Companies Act 2006 – Company Secretaries Transfer of Shares Energy Performance Certificates 1.             Corporate Manslaughter The Corporate Manslaughter and Corporate Homicide Act 2007 came into for

Commercial Law News - October 2007

Companies Act 2006 – Directors’ Duties Companies Act 2006 – Transactions with Directors Companies Act 2006 – Written Resolutions Companies Act 2006 – Shareholders Resolutions and Meetings On 1st October 2007 various further provisions of the Comp

Commercial Litigation Services

Commercial Litigation Services We will work closely with you in order to achieve the best outcome for your business whether by early settlement, through mechanisms such as alternative dispute resolution, or court proceedings. Morgan Russell can assist in the following areas: Company commercia

International Legal Services

International Legal Services We have in-depth legal experience in international business contracts and relationships, which means we can assist with: Company acquisitions and joint ventures Marketing and distribution agreements Structures to provide preferred commercial and tax

Commercial Law News - October 2005

Business Preservation Product Safety Asbestos - Do you know your obligations? Directors Indemnities 1.         Business Preservation Have you ever thought of what will happen to the company in the event of the death or serious illnes

Companies Act 2006 - Board Minutes

A company’s articles normally contain provisions regarding board minutes, either expressly or by reference to keeping written records of decisions taken.  As one of the directors’ duties under the Companies Act 2006 is to act in accordance with the company’s constitution, each

Companies Act 2006 - Company Names

Provisions of the Companies Act 2006 regarding a company’s name come into force on 1st October 2009. A name will not be registered if:- Its use would, in the opinion of the Secretary of State, constitute a criminal offence.  It is offensive in the opinion of the Secretary of State.&n;

Ian Davies, Managing Director - Gascoignes Group/Grosvenor Billinghurst

Ian Davies, Managing Director - Gascoignes Group/Grosvenor Billinghurst “Having known Morgan Russell for many years and having instructed them on various matters, they were my first choice when looking to acquire a company to expand our estate agency operation. Using a niche commercial pract

Home

 Welcome to Morgan Russell Lawyers for Business "I don't want a  lawyer to tell me what I cannot do I hire him to tell me how to do what I want to do" J. Pierpoint Morgan Morgan Russell can help solve your legal commercial problems. Our objective is to solve legal an

Debbie Turner LLB

Debbie Turner LLB - Member [email protected] Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Practice Areas Debbie is a Member of the firm and practices in company commercial law and commercial property law. Her clients include UK subsidiaries of large multi-nationals

Commercial Property Testimonials

Commercial Property Testimonials Summary of Testimonials “We established an excellent working relationship with Morgan Russell when they acted for us on the purchase of land for a residential development. Their comprehensive expertise and practical guidance enabled them to ensure that our ob

Companies Act 2006 - Exercise of Members' Rights

The Companies Act 2006 provides that a company’s articles may provide for another person to be nominated to exercise some or all of the rights of the registered member.  Such nominated rights can only be enforced by the registered member. Where a member holds shares on behalf of one or

Commercial Law News - July 2004

Guarantees Shareholders Agreements Leases – New Provisions on Contracting Out Leases – New Provisions on Renewal and Termination 1.         Guarantees Guarantees can be relevant to a number of situations including banking,

Companies Act 2006 - Appointment of Auditors

Provisions of the Companies Act 2006 came into force on 1st October 2007 regarding the appointment of auditors for private companies whose financial statements need auditing. The appointment of auditors for a private company is to be made by the shareholders by an ordinary resolution, although the

Services for Individuals

Services for Individuals When working with a business client we find that certain commercial issues often begin to generate personal legal implications. This is particularly the case in the situation of an owner-managed business. We have extensive experience in managing the commercial and individua

Are you ready for the Olympics? (Extract from the June 2012 edition of Commercial Law News)

Before you make plans to start advertising take a moment to consider what you can and cannot do legally if you are not an official sponsor of the Games. The Olympics are a well-oiled machine when it comes to protecting their intellectual property and therefore you must be very careful before you sta

Companies Act 2006 - Written Resolutions

The provisions in the Companies Act 2006 relating to written resolutions came into effect on 1 October 2007. Private companies are currently able and will still be able to pass shareholders resolutions by way of written resolutions rather than holding a general meeting. However from 1 October 2020 w

Commercial Property Services

Commercial Property Services Morgan Russell offer a wide range of legal services in this field including: Landlord and Tenant – acting for landlords and tenants on new leases, assignments, variations, lease renewals and terminations, sub-leases, rent reviews and dilapidation claims Sale

A Guide to the Role of Company Secretary

A          INTRODUCTION In conjunction with this Guide please also see the separate Briefing Notes “A Guide to Director’s Responsibilities”, particularly section C thereof. Private companies are no longer obliged to appoint a Company S

Insolvency and Payment of Lease Rents

Introduction In the current economic client the financial strength of many commercial tenants is likely to have been adversely affected. As a result, tenants may experience difficulty in paying the rent due under their leases. However, the recent case of Goldacre (Offices) Limited v Nortel Networks

Employment

Employment Our Employment department is recognised for offering practical, expert advice to both employers and senior employees. This area of law frequently changes and getting the right advice at the right time is vital. The Employment team provides sound employment law advice in its commercial

Martin Mayr, Marketing Manager - Cancom IT Systeme AG

Martin Mayr, Marketing Manager - Cancom IT Systeme AG "I have known Paul Morgan and his colleagues at Morgan Russell for over 9 years. We choose to use them as our solicitors due to the practical way that they approach our work and the way that they respond very quickly when we need their assistanc

Darren Parks, Private Client

Darren Parks, Private Client "I have developed a strong, professional relationship with Morgan Russell and in particular with Ravinder Gill, who has been a key litigator in a number of recent legal proceedings. Ravinder is a robust litigator. She is an excellent strategic thinker, has technical co

Courses

Courses Disciplinary and dismissal procedures This course is aimed at managers who deal with disciplinary issues on a day-to-day basis.  It takes you through the basic procedures and provides tips on dealing with difficult disciplinary issues. Update in Employment Law This course is regular

Paul Morgan LLB

Paul Morgan LLB - Member [email protected] Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Practice Areas Paul is the firm’s Senior Partner. He specialises in company commercial law and international commercial law, and has extensive knowledge and experience in

Commercial and Employment Law Newsflash - Important Reminder of Recent Changes to the Law (July 2011)

THE BRIBERY ACT 2010 The Bribery Act 2010 came into force on 1st July 2011.  It is important that you take action to protect your business and your directors from claims under the Act.  Please follow this link to the Morgan Russell Bribery Act article and you can also read the guidance to

Commercial Litigation Testimonials

Commercial Litigation Testimonials Summary of Testimonials “Recall is an industry leader in helping businesses manage compliance, mitigate risk and reduce costs by delivering physical and digital document management and archiving solutions. For many years we have relied on Morgan Russell&rsq;

Outsourcing

Outsourcing We are experienced in the commercial structuring and drafting of legal documents for various aspects of outsourcing including: tenders for the provision of products or services franchising operations; network licensing sales and marketing equipment rental and maintenance serv

UK Company Law Reform

The constitution and formation of a company  For some years, the UK Government had been intending to reform UK Company Law.  This resulted in the Companies Act 2006 (“the 2006 Act”). Why the need for reform? The previous UK company law was drafted with large public companies

Ravinder Gill LLB

Ravinder Gill LLB - Senior Consultant Solicitor   [email protected] Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Practice Areas Ravinder is a Consultant Solicitor with extensive experience in all aspects of litigation in both the County and High Courts.

Andrew Kish, General Manager - Recall UK

Andrew Kish, General Manager - Recall UK "Recall is an industry leader in helping businesses manage compliance, mitigate risk and reduce costs by delivering physical and digital document management and archiving solutions. For many years we have relied on Morgan Russell’s high standard of com

Commercial Law News - October 2006

Company Law Reform: The Implications For Directors Fire Safety Disability Discrimination Act 2005  Entire Agreement Clauses 1.         Company Law Reform: The Implications For Directors Parliament is currently considering a new

Turn-Key Services for Start-Up Businesses

"Turn-Key" Services for Start-Up Businesses Morgan Russell has extensive experience in advising start-up businesses on a whole range of important areas, including: company formation corporate structure work permits finding premises leases/property purchases terms of bu

Joint Ventures - Tenders

Introduction Many small businesses would not be able to put in a tender bid based solely on their own resources.  Pooling resources with other businesses opens up a whole new area of work. This article discusses the main options available to businesses wishing to work with other businesses in

Commercial Law News - October 2011

Directors can be liable of Corporate Manslaughter First victim of the Bribery Act Terms of Business - a warning from the courts Substantial property transactions Sale of Goods Act – OFT hub  1.           

Careers

Careers OPPORTUNITIES The Morgan Russell business model is based on having a core team of highly-skilled lawyers advising purely on business law: company commercial, commercial property, commercial dispute resolution and employment law.  In addition, we work very closely with a number of othe

Testimonials

Testimonials Morgan Russell has developed strong professional relationships with a number of businesses and individuals. We are delighted that we meet the needs of our clients and that they are fully satisfied with the services we provide. Our client references illustrate how well our firm co

Commercial Law News - April 2005

Asset Sale v Share Sale  Copying and Disseminating Copyrighted Material  European Company 1.         Asset Sale v Share Sale If you acquire a business it may be purchased in one of two ways. You may acquire the business by buyin

Consumer Protection Legislation

This briefing note sets out how your business can comply with its obligations under consumer protection legislation. What does consumer protection legislation prohibit? Consumer protection legislation provides a general prohibition on unfair commercial practices. Your business must not:  m

Chris McDonald - Country Homes Ltd

Chris McDonald - Country Homes Ltd "We established an excellent working relationship with Morgan Russell when they acted for us on the purchase of land for a residential development. Their comprehensive expertise and practical guidance enabled them to ensure that our objectives were met. A number

Anne-Marie Pavitt LLB LLM

Anne-Marie Pavitt LLB LLM - Senior Associate [email protected] Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Practice Areas Anne-Marie is the firm’s Senior Associate. She specialises in employment law, dealing with both contentious and non-contentious mat

Marc Delvaux, Chief Executive Officer - TCR International NV

Marc Delvaux, Chief Executive Officer - TCR International NV "TCR is Europe’s leading provider of Ground Support Equipment (GSE). Our services are available at airports and extend across the rental, repair and maintenance of aviation GSE. We use Morgan Russell as our corporate and employment

Companies Act 2006 - Shares: Issues and Transfers

Provisions of the Companies Act 2006 came into force on 6th April 2008 regarding the issue and transfer of shares. As previously, a private company must not offer shares to the public. A share certificate under the common seal of the company, specifying shares held by a member, is prima facie evid

Employment Law Services

Employment Law Services It is against a background of constantly changing employment laws and regulations that the proactive approach of Morgan Russell is of great benefit. We work closely with accountants and tax advisers where required. This enables us to not only advise clients on the alternati

Company records which must be kept

Company Records are defined in the Companies Act 2006 as being any register, index, accounting records, agreement, memorandum, minutes or other document required by the Companies Acts to be kept by a company and any register kept by a company of its debenture holders.  They may be kept in elect

How to protect your business from interruptions (extract from the June 2012 edition of Commercial Law News)

Contracts usually contain future or ongoing performance obligations that could be affected by problems with business continuity  - such as terrorism, natural disasters or traffic nightmares caused by the Olympic Games.  Under English law a party that is unwilling or unable to perform its o

Companies Act 2006 - Execution of Documents

Provisions of the Companies Act 2006 came into force on 6th April 2008 regarding the execution of documents by companies. Prior to 6th April 2008, private companies were required to have a company secretary.  Since 6th April 2008, private companies are no longer required to have a company secr

Ian Cross, Managing Director - Eco Oil Limited

Ian Cross, Managing Director - Eco Oil Limited "The company ECO-OIL was founded some 15 years ago.  The company is a specialist recycler of used lubricating and off-spec fuel oils.  In the last 15 years it acquired 4 other companies and had 75 employees. In the Spring of 2006 my co-

Commercial Law News - April 2006

Commercial Agents Transfer of Undertakings (Protection of Employment) Regulations 2006 (“TUPE”) The Regulatory Reform (Fire Safety) Order 2005 Interpretation of Contracts 1.         Commercial Agents A commercial age

Commercial Law News - April 2007

Companies Act 2006 - Update Wrongful Trading  Reasonable endeavours v best endeavours  The Control of Asbestos Regulations 2006 1.         Companies Act 2006 - Update Some provisions of the Act have already come into force.

Jeremy Russell LLB

Jeremy Russell LLB - Senior Consultant Solicitor   [email protected] Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Practice Areas Jeremy is a senior Consultant Solicitor, specialising in commercial property law.  He acts for both corporate and private clien

Commercial Law News - October 2012

Companies Act fines increase Providing goods or services?  Age discrimination ban took effect  on 1 October 2020 Limitation of liability cap stuck down Contract negotiations Beware: an email chain can create an enforceable guarantee 1.    &n;

Hospitality: Hotels

Introduction This briefing note discusses various legal issues of relevance to the hotel industry. It is written primarily on the assumption that a limited company is running the hotel, but partnerships are briefly mentioned (see the section headed “Trading Entity” below). A sole trade

Business Trading Disclosures

This advice provides sole traders, partnerships, limited liability partnerships ("LLP") and limited companies with information about what they are required to publicise to the public. The requirements stem from a general principle in UK law that people should know or be able to identify who the

Hospitality: Restaurants

Introduction This briefing note discusses various legal issues of relevance to the restaurant industry. It is written primarily on the assumption that a limited company is running the restaurant, but partnerships are briefly mentioned (see the section headed “Trading Entity” below). A

A Guide to Director's Responsibilities

A          INTRODUCTION 1.         Company Administration Company administration can be a time consuming nuisance for busy Directors.  However, it is an important part of managing a business and should no

Support Staff

Support Staff Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Barbara Arnott - Paralegal (Non-Qualified) [email protected]   Practice Areas Barbara is a Paralegal working within the Commercial Property department.  She has up-to-date legal knowledge

Which Business Structure

Choice of business – Sole trader, partnership, limited company or LLP? When starting up your business one of the issues to think about is what sort of legal structure you might need.  There are four widely used forms of business structure used in the UK, as follows:  sole trader

Michael Cumper, Director and David Cumper, Director - Quadrant Ventures Limited

Michael Cumper, Director and David Cumper, Director - Quadrant Ventures Limited “Morgan Russell acted for us on the sale of one of our most successful companies. The company had been established by our father almost five decades before, and having never been through the sale process before we

Melanie Smith LLB

Melanie Smith LLB - Member [email protected] Tel: +44 (0)1372 461411 Fax: +44 (0)1372 461401   Mel qualified as a solicitor in 1992.  She first trained with a medium sized firm working in their offices in Surrey and Covent Garden.  She continued practising there unt

Changes to Fines for Criminal Offences

This Briefing Note sets out the forthcoming changes that will remove or amend the caps on fines that magistrates’ courts can impose for criminal offences. Criminal liability for businesses A vast amount of the laws that apply to businesses include criminal offences that are punishable on sum

Companies Act 2006 - Electronic Communications

Provisions came into force on 1st January 2007 extending the information required to be stated in correspondence. The changes apply to both companies and LLPs.  Although this briefing note only refers to companies the same also applies to LLPs. The following information must be stated on compa

Preparing a Company or Business for Sale

1.         INTRODUCTION This article covers some of the key issues which need to be considered when selling a company or a business. People often say they are selling but do not know how the transaction is to be structured, e.g. by selling the shares in the c

The Companies Act 2006 - The Impact for Property Clients

The new Companies Act 2006 is the largest UK statute ever, but what impact will it have for property transactions? Dealing with companies generally When dealing with companies, the following protections still apply:- No change to the rule so far as third party dealing with a company are con

TUPE Avoidance Blocked by the EAT (extract from March 2011 edition of Employment Law News)

A leading article in the Times of 23rd February 2011 was headed "The TUPE regulations are a barrier to open services that needs to be removed".   The Times was making the point that the TUPE regulations make it practically impossible for local councils to achieve efficiency

Companies Act 2006 - Objections to Company Names

Provisions of the Companies Act 2006 came into force on 1st October 2008, to enable any person (“the applicant”) to object to a company’s registered name on the grounds that:  It is the same as a name associated with the applicant in which he has goodwill; or  It is s

Companies Act 2006 - Accounts

Provisions of the Companies Act 2006 came into force on 6th April 2008 relating to Accounts.  This Briefing Note only deals with requirements for private companies. This Briefing Note gives a general update and does not cover any specific requirements for a company’s accounts.  Co

Companies Act 2006 - Trading Disclosures

Provisions of the Companies Act 2006 came into force on 1st October 2008, dealing with trading disclosures.  The aim of the provisions is to ensure that anyone who has dealings with the company knows its legal identity, its limited liability status and where they can inspect the company records

Commercial Law News - June 2012

Rights of termination in contracts Grace period for “Cookies” ended on 25th May 2012 How to protect your business from interruptions Are you ready for the Olympics?    SONNING EVENT - A Charity Evening is being held at The Mill at Sonning on Sat

Companies Act 2006 - Auditors Liability Limitation Agreements

Provisions of the Companies Act 2006 came into force on 6th April 2008 regarding the ability for auditors to limit their liability. Companies and auditors can now enter into ‘liability limitation agreements’.   These agreements are designed to limit an auditor’s liabilit

A Guide to Agency Agreements

This guide will consider the following: The Nature of Agency Agreements; Types of Agency Agreements; Tax Issues; The Law and Agency Agreements; and Common Terms in Agency Agreements. 1.    THE NATURE OF AGENCY AGREEMENTS An agency occurs when one party (the agent) has

Companies Act 2006 - Fraudulent Trading

If any business of a company is carried on with intent to defraud creditors of the company or creditors of any other person, or for any fraudulent purpose every person who is knowingly a party to the carrying on of the business in that manner commits an offence. Fraudulent trading can be committed

A Guide to Buying or Selling a Company

This guide to buying or selling has been prepared to give an inexperienced seller or buyer a brief overview of the various stages of buying or selling a UK company. The Beginning The first stage that the parties to such a deal will usually go through simply involves the early negotiating for the m

Companies Act 2006 - Political Donations

 Provisions came into force on 1st October 2007 regarding political donations made by companies to political parties and to other political organisations and also political expenditure incurred by companies. The Act prohibits such donations or expenditure unless authorised by the shareholders

Company Voluntary Arrangements

What is a company voluntary arrangement (“CVA”)?  A CVA is a procedure that allows a company:  To settle debts by paying only a proportion of the amount that it owes to creditors. To come to an arrangement with its creditors over the payment of its debts. When

Commercial Law News - October 2008

Companies Act 2006 - Director's Duties Companies Act 2006 - Requirements for Directors Companies Act 2006 - Trading Disclosures Directors - Insolvency Considerations 1.            COMPANIES ACT 2006 – DIRECTOR’S DUTIE

Kevin McCullen and Christine McCullen

Kevin McCullen and Christine McCullen "We were very pleased with the proficiency and professionalism demonstrated throughout our various dealings with Morgan Russell. The commercial and property teams have always worked in a comprehensive and coherent manner for all of the legal work they have unde

Companies Act 2006 - Reduction of Capital

The Companies Act 1985 permits a limited company with a share capital to reduce its share capital in circumstances where creditors would not be adversely affected and provided that the company complies with the procedural requirements of the Act. The method of reduction will depend on the reasons f

Commercial Property News

Authorised Guarantee Agreements: Case law update Summary of the implications of the Equality Act 2010 for property owners and occupiers Revised guidance on the CRC Energy Efficiency Scheme Landlord’s additional security: what are the options? 1.   Autho

Commercial Law News - May 2011

How NOT to terminate a commercial contract How do the Libyan political sanctions affect my business?  A look at force majeure clauses Why contract definitions are important Legislation affecting registered company names What’s in a name? A recent example case

Wrongful Trading

Of all directors’ duties regarding insolvency wrongful trading can be the most worrying for directors. Wrongful trading also applies to shadow directors. If a company goes into insolvent liquidation and at some point before the commencement of the winding up of the company a director knew or

Companies Act 2006 - Directors Report

Unless a company is entitled to a small companies’ exemption, the directors’ report must contain a business review. This applies to financial years beginning on or after 1 October 2007. The purpose of the review is to inform the members of the company and help them assess how the direct

Companies Act 2006 - Derivative Claims

Derivative claims are not new.  Although they did not exist under the Companies Act 1985 such claims exist under common law.  The Companies Act 2006 introduces provisions for derivative claims which came into force on 1st October 2007. A derivative claim is a claim brought by a member of

Andy Russell, Accountant - Russell & Co

Andy Russell, Accountant - Russell & Co "Russell & Co are a Surrey based firm of Chartered Accountants. We believe our clients come first, and we strive in every respect to fully meet their needs and expectations. We often refer clients to Morgan Russell, whom we believe share our commitmen

Co-operating with Competitors

This checklist summarises the key legal issues that your business needs to consider when dealing with competitors. Breaching competition law  Competition law is designed to ensure that companies compete fairly with each other. Failure to comply with competition law can have serious implic

Commercial Law News - April 2009

Late Filing Penalties Practical Safeguards for Business in these Difficult Times Privacy Notices SDLT and the Change in VAT Rate 1.             Late Filing Penalties The new penalty regime for the late filing of annual accounts a

Ann Keenan, Head of Group HR - DCC plc

Ann Keenan, Head of Group HR - DCC plc "DCC have used the legal services of Morgan Russell Solicitors since 2004, particularly the professional skills of the Employment Law department. With head quarters in Dublin, DCC employs 7,000 people in 16 different countries and it is therefore critical tha

Corporate Manslaughter

Update R v Lion Steel Equipment Ltd (20 July 2021): In 2011 a steel company (Lion Steel Equipment Ltd) was charged with corporate manslaughter following the death of an employee in May 2008 and a lengthy investigation.  Following the guilty plea, in July 2012 the company was sentenced to a fin

Companies Act 2006 - Overseas Companies

Provisions of the Companies Act 2006 regarding overseas companies come into force on 1st October 2009. If an overseas company sets up an establishment in the UK, it is under an obligation to register it.  There are alternatives to an establishment - namely appointing an agent or setting up a

A Guide to the CRC Energy Efficiency Scheme

What is the CRC Scheme? The CRC Energy Efficiency Scheme (formerly known as the Carbon Reduction Commitment) is the UK's climate change and energy saving scheme. The scheme is mandatory for both private businesses and public sector organisations, and came into operation on 1 April 2010. Please note

Asset Sale v Share Sale

If you acquire a business it may be purchased in one of two ways. You may acquire the business by buying the company which owns and operates the business (a share sale) or you may buy the assets which are necessary for the continuance of the business (an asset sale). In an asset sale a company sells

Highly significant pensions case in Europe (extract from March 2011 edition of Employment Law News)

As widely publicised, the European Court ruled in early March in an important Belgian case, that it will soon be unlawful sex discrimination for pension providers in the EU (and insurance companies in the EU generally)  to take into account that women generally live longer t

Employee did not breach duty of fidelity when seeking business for himself (extract from the September 2012 edition of Employment Law News)

In Ranson v Customer Systems PLC the Court of Appeal has, this summer, been looking at a key issue for employees planning to move on to a new job, or to set up on their own, and their employers – the extent of their duties of fidelity, in the absence of express terms restricting competitive ac

Cross-Border Acquisitions and Joint Ventures

Cross-Border Acquisitions and Joint Ventures Morgan Russell has assisted many clients in these areas including: the acquisition and sale of companies in one legal jurisdiction with subsidiary operations in other jurisdictions the establishment of operations in one jurisdiction followed by

Directors - Insolvency Considerations

Directors of companies in financial difficulties need to consider a number of issues.  As soon as directors are aware that a company is in financial difficulties, they should seek external advice. Directors could face liability in respect of the following matters:- Personal Guarantees Althou

Companies Act 2006 - Directors liabilities in relation to statutory narrative reporting requirements

Provisions came into force on 20th January 2007 to provide for a director’s liability to a company for false or misleading statements in the following reports: the directors report the director’s remuneration report a summary financial statement so far as it is derived fro

Rent Review in Commercial Leases - A Tenant's Brief Overview

Introduction When a landlord grants a lease of commercial premises to a tenant, the initial rent is negotiated and agreed between the parties.  However, where the term of the lease is longer than just a few years, such initial rent may not represent the true value of the premises for the whole

Use of PILON scuppers attempt to rely on Boston Deep Sea Fishing case (extract from June 2012 edition of Employment Law News)

Cavenagh v William Evans Ltd sheds light on the impact on a clause giving the option to make a payment in lieu of notice (“PILON”) when an employer discovers gross misconduct after making a payment in lieu.  Mr Cavanagh was managing director of the firm of gunsmiths, Williams E

Data Protection and Direct Marketing - Update

This briefing note highlights the key data protection issues your business should consider when carrying out direct marketing. It explains how your business should collect information about your customers (including individual customers, named individuals within a business and businesses themselves)

Voluntary Strike Off and Voluntary Liquidation

Voluntary Strike Off IN WHAT CIRCUMSTANCES CAN A COMPANY APPLY TO BE STRUCK OFF THE REGISTER? A company can apply to the registrar to be struck off the register and dissolved.  A company can do this if it is no longer needed.  The directors make the application. This procedure is not an

Data Protection and Direct Marketing

This briefing note highlights the key data protection issues your business should consider when carrying out direct marketing.  It explains how your business should collect information about your customers (including individual customers, named individuals within a business and businesses thems

Practical Safeguards for Commercial Businesses in the Midst of a Difficult Economic Climate

A Tough Economic Climate: As we are all aware, and so often reminded by the media, in terms of economic duress, the year 2009 is predicted to be one of the toughest years this country will have experienced since the Second World War. From a commercial perspective this translates into soaring costs,

Specialist Areas

Specialist Areas Morgan Russell has the experience and capability to provide support in a number of specialist areas within commercial law. We can provide legal assistance regarding: Cross-Border Acquisitions and Joint Ventures Employment in the Construction Industry Internet Trading

Pre-Packs

What is a pre-pack? A pre-pack is the name given to an arrangement under which the sale of all or part of a company’s business or assets is negotiated with a purchaser before the appointment of an administrator.  The sale is completed by the administrator shortly after their appointment.

Non-Payment of Rent

This checklist sets out the key issues that a landlord should be aware of if a tenant fails to pay the rent due under the terms of a lease of commercial premises. Your tenant may become liable to pay interest (often at a rate higher than bank base rate) on the unpaid rent. You may be able to

Commercial Law News - April 2010

Guidelines on Corporate Manslaughter and Health and Safety Offences Fraudulent Misrepresentation: EDS v BSkyB Changes to the Insolvency Rules 1986 Joint ventures: a summary Foreign Owners of US-registered trademarks are warned about trademark scam artists 1.  Guidelines on Corpora

The Bribery Act 2010

This briefing note highlights the key issues you and your business need to know about the new law concerning bribery and corruption. It explains the background to the Bribery Act 2010 (“the Act”), what constitutes the new offences and how you and your business can avoid falling foul

Corporate Manslaughter (extract from March 2011 edition of Employment Law News)

Alexander Wright, a junior geologist working for a company called Cotswold Geotechnical Holdings Ltd, was killed in September 2008 when a pit or trench from which he was taking trial soil samples collapsed on top of him. The company was prosecuted under the Corporate Manslaughter &

Employment Law for the Construction Industry - Autumn/Winter 2006

The new CIS Scheme and employment status Age Discrimination Contractor owes a duty of care to employees of sub-contractor Drink and drugs UK restrictions on employing Bulgarians and Romanians Corruption in construction Women in construction The Apprentice 

Early retirement benefits transfer under TUPE (extract from June 2012 edition of Employment Law News)

In any business sale, the buyer and seller are concerned to be as sure as they can be that rights and obligations will transfer to the buyer under TUPE – and in areas where there is doubt, will usually provide for an indemnity by the seller for any rights not accounted for in the purchase pric

The Bribery Act 2010

The Bribery Act 2010 introduces new criminal offences in connection with offering or receiving bribes.   It came into force on 1 July 2011. The Bribery Act 2010 provides that the courts will have jurisdiction, not only over offences committed in the UK, but also over offences committed ou

Carrying forward untaken holiday (extract from August 2011 edition of Employment Law News)

As is well known, the general rule is that employees must either take their full holiday entitlement during the holiday year in which it accrues or else forfeit the right to any holiday not so taken.  Under the Working Time Regulations 1998, a worker has no right to car

Gold plating EU Directives - and TUPE (extract from February 2011 edition of Employment Law News)

From an employment law angle one of the most notorious examples of "gold plating" of EU directives is the provision which ensures that "service provision changes" are covered by the TUPE regulations.  The relevant EU Directive does not require this provision. An example of a "service

Companies Act 2006 - LLPs

Subject to a limited number of exceptions the Companies Act 2006 applies to LLPs.  The main exception relates to accounts.  The accounts and audit provisions of the Companies Act 2006 do not apply to LLPs.  LLPs are subject to separate regulations. The structure and incorporation of

Rights of termination in contracts (extract from the June 2012 edition of Commercial Law News)

When seeking to terminate a contract care needs to be taken to avoid finding yourself in breach instead, as this could affect your entitlement to damages. There is a well-established rule in English law that if X terminates a contract with Y for a flawed reason but later discovers there was a better

The Olympics - Legal Dos and Don'ts

We’re all excited that the Olympics will be coming to London this summer, and even more so that they will be coming to Surrey as the cycle route sweeps through. But what does this mean for your business and your marketing strategies? Before you make plans to start advertising or using your ow

Employment Law News - March 2005

TUPE Regulations Minimum Wage HGV and PSV Drivers – Working Time Work at Height Regulations Discrimination Maternity (and Paternity and Adoption) Pay and Leave Corporate Manslaughter Bill Company Directors Indemnities Immigration and Work Permits

Brand Management

This checklist sets out the practical steps that will help your business protect, use and exploit any brand that it owns. What is a brand? A strong brand helps distinguish your products from your competitors’.  It adds value to your business by enhancing consumer awareness and improving

Directors' Residential and Service Addresses

Officers of a company, LLP or overseas companies registered in the United Kingdom are required by law to provide an address for service of documents. Under the old Companies Act 1985, this had to be the officer’s home address. Under the new legislation, officers may apply to keep this informat

Bribery Act 2010 in force (extract from July 2011 edition of Employment Law News)

The Bribery Act 2010 was passed just over a year ago, on 8th April 2010, as one of the final pieces of legislation enacted by the last Labour government.  The incoming Coalition government originally intended to bring the Act into force on 1st October 2010 but postponed this until April 2011 an

International

International Morgan Russell assist international businesses with services ranging from company acquisitions and joint ventures to business immigration and employment packages. We work closely with experienced firms of Chartered Accountants and with Dixcart, an international financial and business

Commercial Law News - October 2010

Directors’ service addresses Is your trade mark actually protected? Battle of the forms - terms and conditions Confidentiality Agreements 1.  Directors’ service addresses Under the previous Companies Act 1985, directors and secretaries had to provide their home addre

Pension Summary - Provided by Clairville York

Leslie Sharpe of Clairville York Limited has kindly supplied the following summary on the pension reforms that are due between 2012 and 2016, which you may find very useful. PENSION REFORM INFORMATION SUMMARY Pension Reform is the Government’s way of ‘encouraging’ the millions of

Side Letters

This briefing note explains what a side letter is and the circumstances in which a side letter may be used. What is a side letter?  A side letter is a document that is ancillary to another contract. The key question whenever the content or effect of a side letter is disputed is whether or n

In place of discord (extract from the September 2012 edition of Employment Law News)

Over the summer we have had quite a few employment decisions in the higher courts.   The first of our Court of Appeal cases, Welsh National Opera Ltd v Johnston, looks at the interplay of two procedures following the dismissal of the principal oboist in the Company’s orchestra.  By

New Powers for the Information Commissioner

From 6 April 2021 the Information Commissioner (“the Commissioner”) will have the power to issue a monetary penalty notice (“MPN”) against your business if it has committed a serious data protection breach. What is an MPN? An MPN is a notice requiring a data controller to p

Commercial Property News - March 2011

SDLT avoidance schemes: a word of warning Summary of the measure of damages under dilapidations claims Alternative rent review mechanisms New version of the Commercial Property Standard Enquiries 1.         SDLT avoidance schemes: a word of warni

Grace period for 'Cookies' ended on 25 May 2021 (extract from the June 2012 edition of Commercial Law News)

Last year the EU’s amended Privacy and Electronic Communications Directive came into effect in UK law in the form of the Privacy and Electronic Communications (EC Directive) Amendment Regulations 2011. This was intended to protect the privacy of internet users by implementing rules on how elec

A TUPE miscellany (extract from February 2012 edition of Employment Law News)

We have four useful cases this month illustrating the impact of TUPE. Three out of the four, Enterprise, Pannu and Hunter, all deal with the scope of the rules applying TUPE to service provision changes (“SPC”s), which, you must remember, are not a matter of European law, but our ve

Debt Collection

1.1       Credit Control - Suggested Stages The below are suggested stages to keep abreast of your credit control – and hence cash flow – crucial to any business – the suggested stages are drafted with a ‘provision of services’ business in

Advantages of using Heads of Terms

It is advantageous for companies to use Heads of Terms both when selling or purchasing a business or when selling or purchasing shares.  Heads of Terms are also commonly referred to as "Heads of Agreement" or a “Memorandum of Understanding" (MOU). What are Heads of Terms Heads of Terms

What is a statutory demand and why is it a very effective tool for collecting debts from companies and individuals?

Statutory Demands: what they are and when to use them A statutory demand is a formal written demand for a debt which exceeds £750. If the debtor does not pay within 21 days of receiving the demand, this constitutes sufficient evidence that the debtor is unable to pay and a creditor can theref

Training Courses

Training Courses We also provide training courses for employers and for staff in the following areas: Handling Disciplinary Matters Dealing with Absences Disciplinary, Dismissal and Grievance Procedures How to Deal with Discrimination Issues in the Work Place Contracts of Employment Hi

Intellectual Property Rights

This briefing note highlights the different types of intellectual property (“IP”) rights that your business needs to be aware of to ensure that you:  Protect what you create. Maximise your competitive position. Avoid infringing the IP rights of other people and businesses. W

Employment Law News - October 2007

Introduction 1st October 2007: New Minimum Holiday Rights 1st October 2007: Minimum Wage Increase 1st October 2007: Company Directors’ Duties Redefined 1st October 2007: Flexible Working Rights Extended 1st October 2007: Commission for Equality and Human Rights Sta

Termination payments - a trap for employers (extract from July 2011 edition of Employment Law News)

A Ms O’Farrell worked for Publicis Consultants UK Ltd.  Her contract provided for three months’ notice.  She was made redundant in May 2009 and was provided with statutory redundancy pay and holiday pay.  Her dismissal letter also said that she would re

Business Rates Exemptions for Empty Non-Domestic Property

This checklist sets out the exemptions from business rates for non-domestic properties.  Retail property  100% relief for a continuous period of three months only. Changes of ownership during the three-month period do not trigger a fresh three-month exemption. The exemption applies to

International commuters can be protected by UK employment law (extract from March 2012 edition of Employment Law News)

Commuting is no fun, unless you are fortunate enough to work from home, but imagine the plight of the international commuter.  Now at least they may have the comfort of knowing that they have employment law protection, as this case shows.  Since 1996, when the territorial restri

Additional Staff

Additional Staff Bridget Carman BSc Bridget Carman is Marketing Manager for Morgan Russell and co-ordinates production of marketing material, website content and the development of new business. She graduated from the University of Manchester, Institute of Science and Technology in 1980, with a fi

Complex redundancy selection criteria not always necessary (extract from the July 2012 edition of Employment Law News)

When advising on redundancy procedures, employment lawyers tend to emphasise that employers should take care to ensure that they use objective criteria when selecting from a pool of employees.  And very good advice it is too.  Mitchells v Tattersall, however, shows that this does not inevi

Companies Act 2006 - Financial Assistance

The legislation regarding financial assistances changed on 1st October 2008. Please note this Briefing Note only deals with the changes that affect private limited companies. The Companies Act 1985 contains a prohibition on the giving of financial assistance by a company or any of its subsidiari

Bully-boy tactics cut no ice with the Court of Appeal (extract from March 2012 edition of Employment Law News)

Heavy handed tactics by employers also came in for criticism in Caterpillar Logistics Services (UK) Ltd v de Crean, where the Court of Appeal upheld the refusal of an injunction application against a former employee.  Mrs de Crean had worked in a senior capacity and had a contract wh

HMRC's view of whether an individual is an "employee" (extract from March 2011 edition of Employment Law News)

A recent case reemphasises that just because the taxman regards a person as being an employee, it does not follow that that is the correct position in law. Mark Fitzpatrick is a designer in the aerospace field.  He set up his own company, of which he was the sole director and only employee, to

Employment Law News - March 2011

Summary of forthcoming changes Protection of Freedoms Bill Additional Paternity Leave Abolition of default retirement age Territorial jurisdiction TUPE avoidance blocked by the EAT Corporate manslaughter HMRC’s view as to whether an individual is an “employee” is not concl

Discipinary suspension should not be a 'knee-jerk' reaction (extract from March 2012 edition of Employment Law News)

The option to suspend employees suspected of misconduct pending investigation can be very useful, where it is feared that an employee may be a risk to the business if he or she continues to work while the investigation is going on.  However, as highlighted by Lord Justice Elias in Crawford

TUPE on the Sale or Purchase of a Business as a Going Concern

1.     Introduction If you have been provided with this advice note where you are involved in a transaction involving the purchase or sale of business assets, it is on the basis that the nature of that sale or purchase is such that the Transfer of Undertakings (Protection of Emp

Employment Law News - February 2008

Can employees accrue paid holiday rights while absent on sick leave? 2004 employment dispute resolutions for the chop Age discrimination New unfair dismissal, etc, compensation limits April 2008 – National Insurance increases Immigrant labour Does disability d

Insolvency

What is Insolvency? Insolvency is legally defined as: A company is insolvent (unable to pay its debts) if it either does not have enough assets to cover its debts (i.e. the value of assets is less than the amount of its liabilities), or if it is unable to pay its debts as they fall due. An

Fixed-Term Employees - Protection Against Less Favourable Treatment

The Fixed-term Employees (Protection of Less Favourable Treatment) Regulations 2002 provide employees with contracts of fixed duration with important rights. This briefing note explores those basic rights and provides employers with practical tips on how to deal with the obligations imposed on them

Corporate Manslaughter (The Corporate Manslaughter and Corporate Homicide Act 2007)

The Corporate Manslaughter Act and Corporate Homicide Act (“Act”) came into force on 6th April 2008. Although the new offence does not apply to any act or omission before 6th April 2008, the common law of manslaughter by gross negligence will still apply to companies for conduct and eve

Employment Law News - December 2004

TUPE and Pensions Increases in Tribunal Compensation Limits Equality and Human Rights Commission Smoking at Work Homeworkers Working Hours Freedom of Information Costs in Tribunals Employers Liability Insurance 1.  TUPE and Pensions The Pensio

Chancel Repair Liability

What is chancel repair liability? Chancel repair liability dates back to medieval times, when every parish had its own rector. The rector enjoyed certain proprietary rights, including a right to profits from parish land and tithes. Repairs to the chancel (or eastern end of the church) were the rec

Tenant Break Clauses - Avoiding the Pitfalls

In the current economic climate, many tenants who are anxious to dispose of premises they no longer require are looking at ways in which they can bring their commercial leases to an end. However, exercising a tenant’s break clause can be full of pitfalls and a failure to comply with the requir

First prosecution under the Bribery Act 2010 (extract from November 2011 edition of Employment Law News)

Employers have been waiting to see whether the application of the provisions of the Bribery Act 2010 will impact upon the way in which they conduct business, most particularly in respect of corporate hospitality and overseas transactions where it is often considered essential to "smooth the way" in

Moving Premises? How to Avoid the End of Lease Blues

In the current economic climate, many occupiers of rented property are looking to move to less expensive premises or reduce the space that they currently occupy. If you are thinking of doing the same, consider the points below to help you determine the best course of action: 1.   &n;

Construction Industry Briefing Note - Summer 2008 Edition

There is no doubt that the Construction Industry is suffering during the current economic downturn.  The housing market seems to be on a downward spiral and steel and fuel prices continue to rise.  In such a climate, dismissals are inevitable.  What is not inevitable, however, is fall

Employment Law News - February 2005

Stress EAT v EAT Payroll Giving Employers Liability Insurance Collective Redundancies Burden of proof in discrimination cases New claim and response forms in tribunals 1.  Stress The fact that an employee suffered stress at work and that his employer

The Information and Consultation Regulations 2004

Effective 6th April 2005 Member States have to implement laws increasing employers’ consultation obligations and the involvement of workers in key decisions affecting employers’ businesses pursuant to the National Information and Consultation Directive 2002. The UK has implemented the D

When is a group not a 'grouping' (extract from March 2012 edition of Employment Law News)

Only organised groupings of employees, whose principal purpose is carrying out activities for a particular client, will be transferred under the service provision change (“SPC”) sections of TUPE, and Eddie Stobart v Moreman sheds useful light on what amounts to an “organised g

Employment Law News - April 2009

April 2009 – New Law  Heyday Result (Age Discrimination) A Warning to Employers Rejecting Non-EU Job Applicants and Race Discrimination Employment Tribunal Statistics TUPE Holidays  Discrimination on Grounds of Religion or Belief  .... And Finally 1.  &n;

Flexible Working Requests

Introduction The right to request flexible working hours was first introduced in 2002.  At that time the right applied only to carers of children under the age of 6 (or disabled children under the age of 18).  It has since been extended (see further below). When it was first introduced

The Legal Aspects of Recruitment and the Recruitment Process (Seminar Note)

1.   The "CV first" scenario - Who do you have to pay? 1.1   The Law An agent has no right to get paid unless there is a contract. This can be express or implied. If there is not an express contract, there is no agreed amount which will be paid. In these circumstances, em

Data Protection Checklist

This checklist highlights the key legal obligations businesses should consider when dealing with personal data about customers, suppliers, employees or any other individual who you may encounter in the course of your business. Penalties for failing to deal with personal data appropriately There co

Data Protection

This briefing note highlights the key legal obligations your business should consider when dealing with personal data about:  Customers. Suppliers. Employees. Any other individual who you may encounter in the course of business. Penalties for failing to deal with personal data approp

Servant or serf? (extract from May 2012 edition of Employment Law News)

It does not seem so long ago that the concept of an automatic transfer of employees under TUPE evoked exclamations of incredulity and disbelief amongst non-lawyers (and some lawyers).  Now we have all got used to the idea, Gabriel v (1) Peninsula Business Services Ltd (2) Taxwise Services Ltd

Employment Law News - July 2007

No Smoking More Holidays Company Drivers and Employers’ Liability Minimum Wage Retirement and Dismissal Vulnerable Workers Common Sense re: Groups of Companies If you don’t resign, we’ll have to dismiss you… 1. No Smoking We've co

Employment Law News - May 2009

The 2009 Budget - Redundancy Pay, Minimum Wage and Personal Tax Allowance  The Equality Bill  Holidays Fat Cats Pleural Plaques (Asbestos Claims) Representation at Disciplinary Hearings Corporate Manslaughter and Corporate Homicide Act 2007 Damages for Injury to Feelings  ..

Employment Law News - April 2005

A whole raft of new employment regulations came into effect in April 2005 Holiday pay for those on sick leave Employment responsibility for bullying by employee 48 hour working week opt out Disability Discrimination Act Company operating and financial reviews Time limits for claims to tribu

Employment Law News - March 2012

Disciplinary suspension should not be a “knee-jerk” reaction Bully-boy tactics cut no ice with the Court of Appeal When is a group not a “grouping” The Help II International commuters can be protected by UK employment law Rights of long term sick

Age Discrimination

1.         Introduction Age Discrimination Legislation covering all aspects of the employment relationship from recruitment through to retirement came into force on 1st October 2006 when the Employment Equality (Age) Regulations 2006 come into effect (“

Discrimination on the grounds of marriage or civil partnership (extract from April 2012 edition of Employment Law News)

In February, we reported on Dunn v Institute of Cemetery and Crematorium Management, which suggested that it could be unlawful to discriminate because a person is married to a particular person, and not simply on the ground that he or she is married.  Hawkins v (1) Atex Group Ltd (2) Age Korsvo

'Consultant' transferred under TUPE (extract from the July 2012 edition of Employment Law News)

Freedman gives us an example of the difference between a person being accepted as self-employed for the purposes of tax and national insurance but in fact being an employee. Dr Freedman operated a business as a sole trader, and in 2009 incorporated it as Career Energy Ltd (CEL). A new company, Caree

Competition Law and Land Agreements

Introduction to Competition Law Competition law (or antitrust law, as it is more commonly known in the US) is designed to protect consumers from anti-competitive behaviour by businesses, by:  prohibiting agreements that restrict or distort free trade and competition prohibiting abusive beh

Employment Law News - July 2011

Crystal ball gazing when calculating compensation for loss Right to legal representation at a disciplinary hearing Bribery Act 2010 in force Health and Safety - a rebalancing act Good news for employers having to make redundancies Minimum wage Employees remanded in custody and entitlement to

The Digital Economy Act 2010

When does it come into force? The Digital Economy Act 2010 (“the Act”) was enacted on 8th April 2010. Some parts have come into effect immediately while others come into effect in a couple of months. However, other provisions require further public consultation or parliamentary approval

Employment Law News - November 2010

Bribery Act Without Prejudice Negotiations  Corporate Manslaughter Pay Reductions Possible changes to unfair dismissal and other law following BIS review Maternity leave changes and the EU Working time, rest breaks and holidays Health & Safety Simplification And finally... Oops!&n;

Employment Law for the Construction Industry - Spring 2007

The CIS Scheme and Employment Status Agency Staff Holiday pay increase consultation New penalty fines proposed for failure to pay National Minimum Wage Smoking Ban – 1 July 2021 1.         The CIS Scheme and Employment Status

Employment Law News - February 2011

New compensation limits for unfair dismissal, etc What the Government giveth (to employers) with one hand... ... It takes away with the other Voluntary workers, interns and employment law rights Bankers’ bonuses and the new FSA rules Gold plating EU Directives - and TUPE Pensions Bill

Redundancy: Discrimination and other potentially difficult issues - Part 1 - (Seminar Note)

(A)      THE BASICS 1.     INTRODUCTION  1.1       SOME BASIC POINTS I make no apology for setting out below, what may be obvious and well known, but are some key basic but important points to be

Dress codes (extract from August 2011 edition of Employment Law News)

The basic sex discrimination law position in relation to dress codes is well established.  A person is not automatically regarded as being treated less favourably than a person of the other sex if they are both required to wear uniforms just because the men are required to wear one uniform and

Employment Law News - August 2011

Comparison of Public and Private Sector Pay Carrying Forward Untaken Holiday Religious Discrimination Red Tape and Gold Plate TUPE - and Fact Dependant Appeals Dress Codes Employee or Self-Employed? Pay Cuts and Dismissal And Finally... 1.        

A Guide to Buying or Selling Assets

This guide to buying or selling assets has been prepared to give an inexperienced seller or buyer a brief overview of the various stages to be gone through in selling or buying assets of a UK company necessary for the continuance of the business. In addition to the physical assets, the buyer usually

A Guide to Distribution Agreements

This guide will consider the following: The Nature of Distributions Agreements; Types of Distribution Agreements; Tax Issues; The Law and Distributions Agreements; and Common Terms in Distribution Agreements. 1.  THE NATURE OF DISTRIBUTION AGREEMENTS  A distributor i

Employment Law News - June 2004

Rolled-up holiday pay Discrimination questionnaires Asbestos Other discrimination law news Mediation and ADR TUPE Children and young persons at work Stephanie Villalba case against Merrill Lynch Grievance Procedure – revision to May edition of newsle

Disciplinary Investigations and Hearings

Introduction This advice note is intended to provide a summary of the issues that may need to be considered when conducting disciplinary investigations and hearings. It is not intended to be a detailed analysis of the law in this area.   The Statutory Dismissal and Disciplinary procedure

Agency Workers Regulations 2010 - Official Guidance (extract from May 2011 edition of Employment Law News)

As is well known, with effect from 1st October 2011 new regulations come into force to prevent discrimination against agency supplied temporary workers.  Under the regulations agency workers will be entitled to the same basic treatment as directly employed workers 

Employment Law News - September 2012

In place of discord Tribunal changes in the offing Compulsory retirement at 67 can be justified Keep your hair on - are you or are you not a worker? It’s a simple enough question, isn’t it? Employee did not breach duty of fidelity when seeking business for himself

Employment Law News - April 2011

Bribery Act 2010 Termination of employment status or termination of employment contract, or both? A Conundrum SMP and other April benefit increases Compromise Agreements Equality Act 2010 - new April items March 2011 Budget and Employment Law Tax on Termination Payments Additional Paternity

Potential Redundancies (less than 20 employees)

1.     Introduction  This advice note focuses on dealing with redundancies of less than 20 employees. The purpose of this advice note is to set out in brief the legal framework within which you must work.  This only provides a basic framework and you should take specif

Employment Contracts - Operating the Contract in Practice (Implied Terms)

The written contract of employment does not exist in isolation: 1.         Implied terms Many terms are not expressed in contracts but are implied into the contract by either common law or statute.  Employers need to be aware of the main implied terms to dr

Employment Law News - October 2008

Age Discrimination and Retirement Incapacity Benefit Phase Out Starts Minimum Wage Increase Insolvent Employers Employees – Don’t Compete Unfairly or Else Enhanced Redundancy Pay Immigrant Workers (Non-EU) And Finally ...... 1.       &n;

Employment Law for the Construction Industry - Spring 2006 Edition

Employment Status Agency Danger Rolled up Holiday Pay Lawful TUPE Site Situations Disciplinary Warnings Whistleblowing BATJIC Pay Deal CDM Regs The Apprentice EU Services Directive Status Employment Law News 1.    

Capability or conduct? Get it right... (extract from November 2011 edition of Employment Law News)

A helpful case for employers, but one that should be treated with caution, deals with the issue of whether a dismissal, which is purportedly for misconduct, can be found to be fair even if the tribunal holds it is for capability and conduct (both potentially fair reasons for dismissal under section

Contract Negotiations - Key issues

This briefing note highlight the key issues to consider when negotiating contracts on behalf of your business.  You should always take legal advice if you are negotiating a large or unusual contract. Who is the other party to the contract?   Do you know the other party?  Have

Contract Negotiations Checklist

This is a checklist of key issues to consider when negotiating contracts on behalf of your business. You should always take legal advice if you are negotiating a large or unusual contract. Who is the other party to the contract? Do you know the other party?  Have you done business with i

Red tape and gold plate (extract from August 2011 edition of Employment Law News)

The Government is pushing forward with its plans to reduce red-tape, recently inviting businesses and individuals to become more involved in its "Red Tape Challenge" by completing a series of questions about the enforcement of rules and regulations. A "Red Tape Challenge Enforcement theme

Health and Safety - a rebalancing act (extract from July 2011 edition of Employment Law News)

On the one hand, the Health and Safety Executive (“HSE”) is becoming increasingly sensitive to suggestions that the way in which it enforces health and safety rules is excessively pernickety and can lead to red tape stifling initiative and supplanting common sense.  It is

Employment Law News - June 2007

The No-Smoking thing Now it’s Dad’s turn Medical Reports and Disability Highly Skilled Migrants Programme A Single Equality Act gets nearer “Without Prejudice” – What does it really mean? 1. The No-Smoking thing We have covered this be

Employment Law News - August 2010

No to compulsory retirement at age 65 says the Government Yes to compulsory retirement at age 65 says the Court of Appeal New National Minimum Wage from 1st October 2010 Public sector redundancy pay and pensions Health questions in recruitment after 1st October 2010 Compensation payments and

Employee or self employed? (extract from August 2011 edition of Employment Law News)

Many employment law rights (such as unfair dismissal and statutory redundancy pay) are restricted to "employees" as defined.  It is usually obvious whether a person has a contract of employment (i.e. a contract of service between an employer and an employee) or a contract for services

Variation of terms after a TUPE transfer: when is it permissible? (extract from November 2011 edition of Employment Law News)

One of the most difficult issues a transferee employer has to deal with after the transfer of a business to it is when it can make changes to the terms and conditions of staff in the transferred company.  TUPE 2006 makes clear that any purported variation of an employment contract will be void

Employment Law News - June 2012

After the Beecroft brouhaha Early retirement benefits transfer under TUPE Organised groupings are not just a matter of happenstance Whistle-blowers’ protection for LLP members Refusing a settlement offer The Help III Rights to a hearing by an impartial and ind

Employment Law News - February 2012

Increase in tribunal limits Domestic workers Offshore workers can be required to take annual leave while onshore Discrimination on the ground of marital status A TUPE miscellany What counts as suitable alternative employment? No compensation for manner of dismissal. Ever Employer entitled t

Discrimination in the Provision of Goods and Services

This briefing note sets out the duties your business owes to members of the public when you provide them with goods, services or facilities. Since 1st October 2010, these rules are set out in the Equality Act 2010.   Who is a service provider? A service provider is any person who provide

Equality Act 2010 - new April items (extract from April 2011 edition of Employment Law News)

As is well known, the Equality Act 2010 replaced the vast majority of British anti-discrimination laws with one single statute on 1st October 2010.  Not all parts of the Act came into force on 1st October 2010 and 6th April 2011 is the start date for three significant related items:

Employment Contracts - Key Ingredients

As a preliminary point, it is worth briefly discussing what a contract is. A contract is an agreement which gives rise to legally enforceable obligations for the parties to it. A contract is formed when an offer containing the basic terms of the agreement is made by one party and in response the ot

Implications for the Loss of Default Retirement Age (part of a talk given by Melanie Smith on 7 April 2021)

Introduction Summary of Key Dates Main Implications Options for Employers after 5th April 2011 Retirement in Context - Age Discrimination Case Law on Objective Justification What is the Risk/Quantum of Risk Other Impacts? Insured Benefits and Pension Schemes; Good/Bad Leaver Provisions

Interns (Extract from May 2011 edition of Employment Law News)

There has been much recent publicity about the position of interns.  There are basically two issues, one legal and the other social.  The legal point relates to the fact that interns are often (but not always) unpaid or low paid and so National Minimum Wage issues arise.  The social p

Business Continuity

This briefing note sets out what the legal implications of business interruptions are and provides practical steps for consideration, particularly in light of the Olympic Games and Paralympic Games this year and other high profile matters. In recent years there have been a number of high profile th

Employing Immigrant Workers

From 27th November 2008 employers wishing to bring non-European Economic Area skilled and/or temporary workers to the United Kingdom will need to have what is called a “Sponsor's Licence”.   Licensed sponsors will be able to issue "Certificates of Sponsorship" to intending migrant

Construction Industry Briefing Note - Winter 2007/Spring 2008 Edition

1.     Annual Increase in Compensation Limits With effect from 1st February 2008, core tribunal awards increased as follows:  A week’s pay (basic award/redundancy pay) increased from £310 to £330; and The maximum compensatory award in unfair di

Comparison between Key Labour Law Issues in England and Wales and in France

THE RIGHT ENGLAND AND WALES – The Summary FRANCE – The Summary General Trade unions are not powerful.  Employment relationship mainly governed by individual agreement with additional statutory protection (including e.g. minimum notice periods set by statute)

Employment Law News - May 2007

Don’t get rough if an employee sues Ambulance chasers and cowboy advisers Age discrimination in recruitment The blind man and his dog again – disability discrimination Flexible work and the in-laws A new twist to religious discrimination rules Fines for

Employment Law News - July 2012

Not reasonable for employer to ignore medical report Beecroft redux Brevity is the soul of an ET1 Union did not victimise member by refusing to continue representation Changing the EDT Complex redundancy selection criteria not always necessary TUPE anoraks this way

Employment Law News - July 2009

Redundancy – LIFO Equal Pay and “Piggyback Claims”  Race Discrimination, Jews and Total/Lindsey Sex Discrimination, Sir Alan Sugar and the Apprentice Back Claims for Holiday Pay Protection of Children and Vulnerable Adults – Vetting Procedures Inflation and C

Employment Law News - April 2004

Illegal working in the UK (new rules from 1st May)  Holidays and holiday pay  Minimum wage Unfair dismissal avoidance scheme allowed  Compensation on unfair dismissal within 12 months Agency workers Disciplinary and grievance procedures 1. &nbs;

Employment Law News - July 2004

Written particulars of employment Employment Tribunals Annual Report Compensation for unfair dismissal Part time employees Information and Consultation Regulations Constructive dismissal in discrimination cases Faulty work equipment 1.     

General Employment Law Update (Part 2 of 2)

11.     POINTS BASED SYSTEM OF IMMIGRATION  There has been a radical overhaul of the immigration system in the UK, to a new Points Based System (“PBS”).  Previous immigration categories have been streamlined into 5 tiers, as set out below. The 5 tiers hav

Employment Law News - May 2010

Election 2010 and Employment Law Equality Act 2010 Religion and Belief Absence from Work and the Icelandic Volcano Holidays and Sickness The Baby P Case Dismissal  Whistleblowing Disability Discrimination And Finally......  1.  Election 2010 and Employment Law

Employment Law for the Construction Industry - Autumn 2005 Edition

Employment status update Labour only liability spreads to sub-contractors Changing employee’s terms and conditions Rolled up holiday pay lawful Changes to maternity leave and flexible working EU Agency Directive delayed Drugs and alcohol out of the industry

Employment Law News - July 2006

Age Discrimination Disability Discrimination Law referred to the European Court Welfare Reform Bill Smoking at Work This is the life – Pay for sleeping Corporate Manslaughter Bill Employer liable for employee bullying Asbestos/Mesothelioma 1.  &

Employment Law News - June 2010

The Coalition Government and employment law The ever widening reach of discrimination law Proposed cuts in civil servants redundancy pay ruled unlawful What happens if the authorities fail properly to apply EU law Unfair dismissal and misconduct  A possible loophole in unfair dismissal l

Ordinary and Additional Paternity Leave

This note looks at ordinary paternity leave and pay which was originally introduced in April 2003 and are contained in the Paternity and Adoption Leave Regulations. Going forward the Work and Families Act 2006 provides for a new right to additional paternity leave and pay. There has been some delay

Employment Law News - December 2006

Dismissal for incapability can be fair even if the incapability results from the employment Age Discrimination Regulations challenge goes to Europe New Tribunal compensation limits for 2007 Review of disciplinary and grievance procedure rules Grievance procedures and time lim

Employment Law News - January 2007

Annual Holiday Rights - Increase Smoking at Work Outlawed Flexible Work Arrangements Overseas Employment and Unfair Dismissal Disciplinary and Grievance Procedures Firefighters and Police – New Pension Scheme Statute Law Database Sex Discrimination M

Employment Law News - December 2007

Employment Tribunal Changes Age Discrimination Retirement Cases put on hold Heads – Employee Wins; Tails – Employer Loses Redundancy Consultation Agency Workers and Civil Servants Grievance Procedures Watch the Clock Immigrant Workers – New Rules in March 2007 1. Employ

Employment Law News - April 2010

National Minimum Wage 2010 Equality Bill 2010 Holidays and sickness Paternity leave - new entitlement Right to request time off for training Liability of employers for acts of their staff Recommendations for improving employment tribunals Employing workers from outside the EU 1. 

Employment Law News - December 2008

Discrimination Against Carers of the Disabled Employment Act 2008 Becomes Law  Immigrant Workers and ID Cards Asbestos Borrowed Employees Increase in Tribunal Award Limits Redundancy - Basics Redundancy – Some Subtleties ..... And Finally, Sex a

Employment Law News - March 2009

Dispute Resolution Procedures - Transitional  How Discretionary is a Bonus? What is a “Sham”? Health and Safety Offences Act 2008 Unfair Constructive Dismissal and Compensation  SMP, SSP and Benefit Rates Religious Discrimination  Unfair Dismissal and Compensation

General Employment Law Update (Part 1 of 2)

1. INTRODUCTION This briefing note takes the form of a general update on key developments in case law in the preceding 12 months or so.    2. COSTS IN THE EMPLOYMENT TRIBUNAL 2.1       GENERAL PRINCIPLES The general principle in the employment

Employment Law News - November 2011

Stay of tribunal proceedings, triangular interests... and draconian rules Variation of terms after a TUPE transfer: when is it permissible? More TUPE and variation of terms... Disciplinary hearings and hospital trusts Costs of reasonable (or not?) adjustments under the spotlight as deaf applic

Employment Law News - July 2010

Vetting and Barring Scheme halted Minimum Wage increase 2010 Rewards for failure Retirement age The “without prejudice” rule Circumventing statutory compensation limits Equality Act 2010 progress Fit notes - employers beware! And finally....  1.   Vetti

Employment Law News - May 2011

National Minimum Wage increases for October 2011 Expert Witnesses Interns Sex Discrimination - out of the frying pan, into the fire Reporting accidents at work, etc Agency Workers Regulations 2010 - Official Guidance TUPE When does employment end? And finally... 1.   &n;

Employment Law News - March 2010

Fit notes replace sickness notes in April  TUPE - Employers can thank the European Court Scam Litigants British Airways Sins of advisers not visited on clients Equal Pay Extending maternity leave to 20 weeks fully paid Bullying at Work And Finally... Oxford don cries foul after being

Employment Law News - April 2012

How far can cost considerations be a justification for age discrimination? Establishing the trigger point for employers’ liability insurance No unfairness in process for selecting candidates for alternative employment Establishing the pool for redundancy selection &ldqu;

Employment Law News - May 2008

Illegal Immigration What is a “Sham”? Don’t call the Barmaid “Love” The new Statutory Holiday Entitlement Part-Time Workers Pregnancy and Employment Employer not liable for gay teasing of a straight worker 1.        &nb;

Key Issues on Recruitment and Termination of Employees in England and Wales

1.     General introduction  Compared with the United States, where there is no requirement for a written or verbal contract of employment and employers and employees can terminate the employment relationship at any time, for any lawful reason, and without notice; the laws

Employment Law News - November 2008

Maternity Rights Employing Immigrant Workers Agency and Temporary Staff Incapacity Benefit Phase Out Restrictive Covenants, Garden Leave, etc Flexible Working And Finally ...... The Big Money 1.             Maternity Rights T

Employment Law News - December 2010

Pensions - Automatic Enrolment and NEST Discrimination - Religion or Belief Employment Tribunals’ decisions are always final unless challenged on a genuine point of law Collective Agreements Generally (and BA cabin crew in particular) Default Retirement Age Phoney Discrimination Claims

Employment Law News - May 2012

Justification for direct age discrimination must be related to the general public interest Indirect discrimination related to retirement is unlawful age discrimination Rejected applicants have no right to disclosure of the successful candidate’s details Servant or serf?

Key Labour Law issues in England and Wales

1.     GENERAL INTRODUCTION UK employment law makes a distinction between employees who work under a contract of employment and independent contractors who work under a contract for services. An employee enjoys more legal rights than an independent contractor. However, some rig

Employment Law News - February 2010

Temps and Agency Workers Legal Representation at In-House Disciplinary and Grievance Hearings British Airways and the Cabin Crew Strike Trade Union Member Blacklist Regulations New Compensation Limits and Fee Arrangements at Tribunals Equality Bill New Paternity Leave Rights Age Discriminat

Employment Law News - October 2009

1st October 2009 Regulations  Retirement Dismissals - The battle is lost but not the war  Sickness and Holidays  Without Prejudice Discussions - A Warning Unfair Dismissal - Compensation Unfair Dismissal - Percentage Uplift Unfair Dismissal - Unoffici