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The U.K. Economic Crime and Corporate Transparency Act’s New Responsibilities for Companies

On 26 October 2023, the Economic Crime and Corporate Transparency Act 2023 became law. The new U.K. law is designed to fight corruption, money laundering and fraud, has major implications for businesses and will engender...more

Economic Crime and Corporate Transparency Act Becomes Law: What Companies Need to Know

On 26 October 2023, the Economic Crime and Corporate Transparency Act received royal assent. The new law is designed to fight corruption, money laundering and fraud, and has major implications for businesses, including:...more

Companies House Reforms: The Economic Crime and Corporate Transparency Bill

What? The Economic Crime and Corporate Transparency Bill, published 22 September 2022, proposes fundamental changes to Companies House. The government intends these changes to improve data reliability at Companies House...more

Register of Overseas Entities – How to Ensure Overseas Entities Can Buy or Sell UK Real Estate

On 1 August 2022, a new Register of Overseas Entities (ROE) was launched at Companies House pursuant to the Economic Crime (Transparency and Enforcement) Act 2022 (ECTEA). In a nutshell, any overseas entity wishing to buy,...more

FCA to Consult on Amendments to UK Listing Rules for Special Purpose Acquisition Companies

Given the increasing popularity of special purpose acquisition companies (SPACs) and the desire to retain London’s competitiveness in the IPO space, on 31 March 2021, the Financial Conduct Authority (FCA) announced its plan...more

M&A Pricing Structures in Uncertain Times

Locked-box pricing mechanisms in private merger and acquisition deals have been popular in recent years. The mechanism, in short, involves the buyer and seller agreeing on a fixed purchase price at the start of the...more

ECJ Invalidates the EU-US Privacy Shield! How Safe is it to Use SCCs for Data Transfers from the EU to the US?

In its long awaited judgment in the Schrems II case, the ECJ has this morning invalidated the EU-US Privacy Shield citing the “limitations on the protection of personal data arising from the domestic law of the United States...more

ECJ to Deliver Judgment on the Validity of SCCs on 16th July 2020

The Court of Justice of the European Union (ECJ) has announced that it will deliver its judgment in what has become known as the Schrems II case (Case 311/18 Facebook Ireland and Schrems) on 16th July 2020. The judgment will...more

New FCA Measures to Aid UK-Regulated Market and SME Growth Market Companies

Recognising the vital role of capital markets in mitigating the effects of COVID-19, on April 8, 2020, the UK’s Financial Conduct Authority (FCA) announced additional primary market measures intended to aid companies listed...more

Changes To UK Insolvency Law To Mitigate The Economic Impact Of COVID-19

To assist businesses dealing with the economic impact of the coronavirus (COVID-19) pandemic, on March 28, 2020, the UK government followed in the footsteps of countries including Spain, Germany and Australia and announced...more

British Government Announces £350 Billion Aid Package for UK Businesses

To soften the economic impact of the COVID-19 pandemic, the British government has announced that a £350 billion package of loans and grants will be available to British businesses. These measures are being taken to divert a...more

EU-US Privacy Shield Passes its Third Annual Review

The EU-US Privacy Shield (Privacy Shield) has passed its third annual review by the European Commission. A framework constructed by the US Department of Commerce and the European Commission to enable transfers of personal...more

Measure of Damages for Breach of Warranty

Oversea-Chinese Banking Corporation Ltd v ING Bank NV [2019] EWHC 676 (Comm) saw a creative argument put forward in the High Court regarding the measure of damages for breach of warranty in a share purchase agreement, but the...more

Companies: Beware of Relying on Precontractual Negotiations

The recent decision in Merthyr (South Wales) Ltd v Merthyr Tydfil County Borough Council [2019] EWCA Civ 526, considered the extent to which precontractual material, such as precontractual negotiations or a proposal, may be...more

Breach of Fiduciary Duties by a Dissenting Director

The 15 February 2019 judgment in the case of Stobart Group Limited v William Andrew Tinkler [2019] EWHC 258 (Comm) raises “some elementary principles of corporate governance” and notably, some interesting themes regarding the...more

A Dividend Payment Can Constitute a Transaction Defrauding Creditors

Introduction - In light of the decisions made in the case of BTI 2014 LLC v Sequana SA [2019] EWCA Civ 112 (the Sequana case), consideration may need to be given to the interests of creditors when declaring a dividend....more

U.S. Companies: Are You Ready for GDPR?

On May 25, 2018, the General Data Protection Regulation (GDPR) goes into effect. Are you ready? Who’s affected? Organizations, anywhere in the world, that process the personal data of European Union (EU) residents...more

eCall: Privacy and Data Protection Implications

Beginning in April 2018, all new cars in the European Union (EU) must be equipped with eCall technology. In the event of a serious accident, eCall system automatically communicates the vehicle’s exact location to emergency...more

UK Private Equity and Venture Capital Funds, Take Note: New PFLP

From 6 April 2017 a new private fund limited partnership (PFLP) vehicle will be available. Limited partnerships are a commonly used structure for private equity and venture capital funds. The Legislative Reform...more

Further Reforms to the ‘Persons With Significant Control’ Regime

On 6 April 2016, changes to the Companies Act 2006 introduced the regime relating to the disclosure of persons with significant control (PSC regime). In brief, the new regime requires unlisted UK companies to take reasonable...more

Are You an Insider? Data Privacy Challenges Posed by New Insider List Requirements

The EU’s Market Abuse Regulation (“MAR”) came into effect on July 3, 2016 replacing the EU’s Market Abuse Directive. Unlike the Directive, the MAR has direct effect in each EU member state, including the UK....more

Time Will Tell: Implications of the Recently Adopted EU – U.S. Data Transfer Framework

The EU-U.S. Privacy Shield has been formally adopted by the European Commission, enabling U.S. companies who sign up to the framework to receive personal data from the EU. The new deal replaces the previous Safe Harbor...more

UK: Register of People with Significant Control

Effective immediately, most UK companies, Societates Europaeae and UK Limited Liability Partnerships (LLPs) are required to maintain a register of People with Significant Control (“PSC Register”). Set out below is a brief...more

Now Required in UK: Register of People with Significant Control

Effective immediately, most UK companies, Societates Europaeae and UK Limited Liability Partnerships (LLPs) are required to maintain a register of People with Significant Control (“PSC Register”). Set out below is a brief...more

Replacing Safe Harbor: EU-U.S. Privacy Shield Announced

After January 31, 2016, the deadline imposed by WP29 expired. Pessimism was expressed regarding the ability of the EU and U.S. to reach a deal that addresses the requirements set out by the Court of Justice of the European...more

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