Insights: May 2018

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Statutory compliance: a forgotten covenant?

Rebecca Tavares |

Many leases contain reference to specific regulations or Acts of Parliament that the tenant must comply with and in respect of these, the tenant is generally fully aware of their obligations. For example, any well drafted alteration provisions will set out in detail the tenant’s obligations under the Construction (Design and Management) Regulations 2015. The […]


Is software a “good”?

Leigh Callaway, Chris Wilkinson |

In a recent decision, the Court of Appeal has determined that the Commercial Agents (Council Directive) Regulations 1993 (Regulations) do not apply when the agent in question is engaged in respect of the sale of intangible property – electronic goods cannot be regarded as such. Thus agents engaged in the sale of electronic items (such […]


Negotiating damages – a possible limitation on damages for breach of covenant

Leigh Callaway |

Loss in claims involving breaches of restrictive covenants or misuse of confidential information can often be difficult to prove and are easily challenged. In a claim for breach of covenant, it may be said that clients would have left along with the defendant employee in any event; or in the case of misuse of information, […]


Solvency statement: breach of directors’ duties results in personal liability

Victoria Prince |

Three company directors were found to have acted in breach of duty, and thus have assumed personal liability in connection with a reorganisation which left the company unable to meet its own liabilities without the assistance of its subsidiaries in LHR Services Ltd (in Liquidation) v Raymond Arthur Trew, Jason Marcus Brewer, Derek O’Neill. As […]


Does my new charity need to be registered?

Emma Hurrell |

Whatever your reasons are for setting up a charity (perhaps it is for tax reasons or to benefit from business rates relief), here are a few points to consider when doing so. Trustees Trustees are those who have general control and management of the administration of the charity. The Charity Commission suggests appointing a minimum […]


Insolvency – Challenging pre-pack sales

Tom Bolam |

A ‘pre-pack’ is where a company in financial difficulty arranges the sale of its business before entering administration (a form of insolvency process). Immediately upon the company entering administration, and without first notifying creditors, the administrators sell the company’s assets to a third party. Creditors of the company that has entered administration are only likely to […]


Scaffolding: not to be scoffed at

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Your landlord wants to carry out works to your property which may require the erection of scaffolding; nothing to worry about, surely? Wrong. There are many issues to consider when a landlord wishes to erect scaffolding (or just does it anyway); not least whether your lease permits them to do so. First things first. It […]


Don’t let break clauses fracture your business

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Tenant only break options are a useful way for tenants to give themselves a potential way out of a lease if, for example, there may be a strategic requirement to exit a lease. On the surface, break options seem simple but there are complications within them of which tenants need to be aware. At the […]


Singularis Holdings Ltd (in liquidation): a cautionary tale for banking institutions?

Wing Tang, Tom Bolam |

Banks are generally not liable to compensate customers for fraudulent payments if the customer authorised the payment.  However, in Barclays Bank Plc v Quincecare Ltd [1992] 2 All E.R. 363 it was held that banks owe a duty to prevent fraudulent transactions if the bank has reasonable grounds for believing that the customer authorisation is […]


Exemption from withholding tax through private placements

Anthony Reeves |

Many non-UK resident lenders in the commercial property sphere will often have encountered the problem of UK withholding tax on interest at 20%. As an alternative to the traditional double tax treaty relief method, the qualifying private placement is a relatively new method through which investors and lenders can be exempted from withholding tax on […]


Terminating PFI contracts: What it really costs

Kim Fowler |

The rise of Corbynomics and the fall of Carillion have put PFIs in the spotlight. What would terminating such contracts actually involve? At the Labour Party Conference last year, John McDonnell raised the idea that public sector bodies could provide better value for money in certain service areas if the government was to terminate long-term […]