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This Checklist This Checklist highlights key matters to weigh up when preparing and finalising a retention bond for a construction scheme. For additional guidance on retention bonds, see Practice Note: Retention bonds. Parties A party whose registered office is outside England and Wales may need to nominate an address for service within England and Wales. Consider carefully before accepting a surety located beyond the UK and, where relevant, confirm the surety is properly authorised to issue bonds in the UK. Always include company registration numbers to enable future identification of the companies. ...
Information to be included This checklist explains the details that must be set out in a notice submitted to the UK central digital platform to satisfy the transparency obligations in the Health Care Services (Provider Selection Regime) Regulations 2023 (PSR Regs 2023), SI 2023/1348, reg 9(11)(a), following a direct award of a health care contract using Direct Award Process C. A clear statement that the award was made using Direct Award Process C Contract title and reference The provider’s name and the address of its registered office or principal place of business A description of the relevant health care services, including the most appropriate CPV code The lifetime contract value or, if not yet known, the sums payable to the provider under the contract The dates during which the services will be delivered Details of the award decision-makers Any declared or potential conflicts of interest and how these were managed Further reading Practice...
This checklist outlines matters to weigh up when preparing and agreeing an advance payment bond for a construction project. See also Practice Note: Advance payment bonds. Parties Where a party has its registered office outside England and Wales, it may need to nominate a service address within England and Wales. Consider carefully before accepting a surety located outside the UK and, where relevant, verify the surety is properly authorised to issue bonds in the UK. Always include company registration numbers so companies can be identified in the future. The relevant contract Set out the full particulars of the building contract and the works to which the advance payment bond applies, as appropriate...
In this issue: Economic Crime and Corporate Transparency Act 2023 Equity capital markets Private M&A (share purchase) Corporate governance—EU Members Company restoration Daily and weekly news alerts Dates for your diary Trackers Useful information New Q&As Economic Crime and Corporate Transparency Act 2023 Companies and Limited Liability Partnerships (Protection and Disclosure of Information and Consequential Amendments) Regulations 2024 SI 2024/1377: These Regulations update LLP company law to reflect recent changes under the Economic Crime and Corporate Transparency Act 2023 and expand the scenarios in which a person’s residential address can be withheld from the company register, covering former registered office addresses, while maintaining corporate openness and aligning LLP provisions. They commence on 27 January 2025. See: LNB News 07/11/2024 27. Equity capital markets The Financial Conduct Authority has released Policy Statement PS24/19: Enhancing the National Storage Mechanism, setting out the feedback to Consultation Paper CP24/17, its longer-term vision for the NSM, and...
In this issue: Investigating criminal conduct Criminal procedure and evidence Proceeds of crime Sentencing Bribery, corruption, sanctions and export controls Consumer protection and cartels Cybercrime and data protection offences Environmental offences Financial services and pensions offences Health and safety and corporate manslaughter offences Insolvency offences and Companies Act offences Money laundering International Other corporate crime news Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Investigating criminal conduct Standards of candour in closed hearings, and corporate witness statements (Attorney General v BBC; R (‘Beth’) v IPT) When scrutinising MI5’s actions across two High Court cases, the court addressed the grave consequences of presenting inaccurate material within closed hearings. It outlined the tightly confined situations that can justify a departure from open justice under section 6 of the Justice and Security Act 2013 (JSA 2013). The court further...
In this issue: Economic crime and corporate transparency Corporate governance Private equity Directors and company securities Partnerships Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Economic crime and corporate transparency Companies House announces changes to company law expected on 4 March 2024 Companies House has set out its intended schedule for bringing into effect certain company law reforms introduced by the Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023). These measures require secondary legislation, meaning commencement depends on Parliamentary timetables, and they will not take effect before 4 March 2024. On that date, the expected changes to be delivered by Companies House will broaden its authority to challenge filings, query information and seek supporting evidence; permit more robust scrutiny of proposed company names; and establish new rules for registered office addresses and registered email addresses. In addition, companies will need to confirm on incorporation...
This Practice Note looks at the principal considerations and steps when establishing a company limited by shares or by guarantee. What is a company? A company is a business vehicle that exists as a separate legal entity, distinct from its members. It is owned by its members and run by its directors. It is governed by the Companies Act 2006 (CA 2006). Companies are widely used; more than 5 million are on the UK public register maintained by Companies House. Under the CA 2006, the following company types are available: Public or private companies limited by shares — see Practice Notes: Private companies limited by shares and Public companies limited by shares Private companies limited by guarantee (primarily used by charities and other not-for-profit organisations — see Practice Note: Companies limited by guarantee) Unlimited companies (comparatively uncommon — see Practice Note: Unlimited companies) For details on other business vehicles, see Practice Note: Forms of business vehicle — fundamentals....
For many companies, intellectual property rights (IPRs) constitute an increasingly important and significant asset class. Although contemporary technology firms, pharmaceutical businesses and industrial players are most closely and very commonly linked with holding portfolios rich in IPRs, even the least likely organisations may own rights that are fundamental to them and, without which, they simply could not operate (or do so as effectively or profitably) or would suffer significant loss of value. As a broad category, IPRs are wide-ranging and inherently diverse indeed. According to context, there are, in particular, rights beyond the best known (patents, trade marks and copyright) that may—or may not—be generally regarded strictly as IPRs, such as database rights, websites with their associated domain names, goodwill and contractual rights allied to IPRs. For further detail on the principal types of intellectual property rights an insolvency practitioner as office holder may encounter, see Practice Note: IP right comparison table. Patents, design rights and trade marks depend for their existence and protection on registration (at the...
Understanding the IP portfolio Effective stewardship of an IP portfolio is vital to protect and enhance the worth of a business’s intangible assets. A well-structured portfolio enables right holders to pinpoint and safeguard core assets, advance commercial aims, and limit legal and financial risk. This Practice Note offers practical guidance for UK right holders and their advisers on running an IP portfolio efficiently. It spans legal compliance (keeping rights valid, current and accurately recorded) and strategic management (aligning IP protection with business goals). What is an IP portfolio? An IP portfolio is the collective set of registered and unregistered IP rights an organisation owns, holds under licence or otherwise controls. It functions as both a legal architecture and a commercial asset base that can generate income, attract investment and deliver competitive advantage. Portfolio management involves systematically recording, protecting, monitoring and exploiting these rights to ensure they continue to create strategic value. Types of rights commonly included Patents: inventions, processes, chemical compositions. Protection method:...
This Agreement is dated [ date ] Parties [ insert name of the pursuer ], a company registered in Scotland (no [ insert company number ]), whose [ registered office OR principal place of business ] is at [ insert address ] (the Pursuer) [ and ] [ ; ] [ insert name of defender ], a company registered in Scotland (no [ insert company number ]), whose [ registered office OR principal place of business ] is at [ insert address ] (the Defender). Each being a Party and, together, the Parties. Whereas (A) [ Insert details of the background to the dispute eg ‘The Parties entered into a contract for the supply of certain goods etc ]. (B) A dispute has emerged between the Parties regarding [ insert details of the dispute ] (the Dispute). (C) [ Proceedings were raised by the Pursuer against the Defender on [ date ] by way of [ Summons OR...
This Agreement, dated [ • ] 20[ • ], is entered into between the following parties: Parties [ insert name of Borrower ], a company incorporated in England and Wales with registered number [ insert company number ], whose registered office is at [ insert address ] (the Borrower); and [ insert name of Lender ] of [ insert address ] (the Lender). Background (A) [ insert description of background to transaction ]. (B) The Lender has agreed to provide the Facility (as defined below) to the Borrower on the terms and conditions contained in this Agreement...
This Agreement is entered into on [ insert date ] Parties [ insert name ], a company incorporated in [ England and Wales ] with number [ insert company number ] and having its registered office at [ insert address ] (Licensor); and [ insert name ], a company incorporated in [ England and Wales ] with number [ insert company number ], whose registered office is at [ insert address ] (Licensee). Each of the Licensor and the Licensee is a party, and together the Licensor and the Licensee are the parties. BACKGROUND (A) The Licensor [ is the [ registered ] proprietor of OR is the applicant to register OR has the right to licence and/or sub-licence ] certain intellectual property rights. (B) The Licensee is [ insert background to licence/relevant transaction ]. (C) The Licensor has agreed to grant a licence of those intellectual property rights to the Licensee, and the Licensee has...
A company becomes dissolved (or treated as dissolved) after liquidation, administration, or its name being struck off the register by the Registrar of Companies. Once dissolved, the company ceases to have any existence. Upon dissolution, any assets and rights owned by, or held on trust for, the company immediately before dissolution are regarded as bona vacantia and pass to the Crown (or to the Duchy of Lancaster or the Duke of Cornwall if the company’s registered office was in Lancaster or Cornwall, respectively)...
In this Q&A we focus on the amendments introduced by Regulation (EU) 2015/2424 (subsequently consolidated in Regulation (EU) 2017/1001, the EU Trade Mark Regulation (EUTM Regulation)), along with the key points to consider when seeking protection for an unconventional mark. EU Trade Mark Regulation—What is new? See News Analysis: New EU trade mark reforms, which provides an analysis of the background to the new EU trade mark reforms. As outlined there, five new categories of trade mark can be applied for in the EU: Position Pattern Motion Multimedia Hologram These are in addition to a Certification Mark, which has been available in the UK for some time. The European Union Intellectual Property Office (EUIPO) has issued guidance relating to the new EU trade mark reforms...