Legal News

What was the background to the call for evidence? In July 2023, the Chancellor’s Mansion House address highlighted concerns that pension schemes—an influential investment sector—were committing very little to unlisted equity. This category includes numerous small and start‑up businesses, which consequently miss out on a potential source of funding. It is clear that pension investment in such unlisted equity is low, and there are several reasons for this: Defined contribution ( DC) arrangements do not share risk across members, making allocations to higher‑risk, higher‑return assets challenging, as the consequences of a risky investment not paying out are greater when they are not spread among savers. Defined benefit schemes do share risk, but many—if not most—in the UK are moving towards buy‑out, which demands de‑risking to make it possible to secure benefits with an insurer achievable......

The Court of Appeal has dismissed the insurer's argument that the first transmission of coronavirus in China was the source of losses suffered by the diner chain. The Court of Appeal unanimously rejected the German insurance giant’s stance that the virus’s first transmission in Wuhan was the originating cause of losses sustained by Various Eateries Ltd, and that the diner chain’s claim ought therefore to have been capped. Allianz’s appeal targeted a 2022 High Court judgment which held that successive government‑mandated lockdowns caused the restaurant group’s losses; the group owns the Strada, Coppa Club and Tavolino brands. The consequence of that ruling was that a £2.5m limit on payouts applied to each lockdown on a separate basis. In the judgment handed down on 16 January 2024, Justice Stephen Males concluded there were too many links in the causal chain between the outbreak and the...

The new topic houses the following subtopics: Culture, diversity and inclusion SM& CR and ...

A Court of Appeal bench unanimously dismissed Axis Specialty Europe SE’s attempt to overturn a decision requiring it to indemnify Discovery Land Co LLC under Jirehouse Partners LLP’s professional indemnity policy, after a firm partner misapplied funds set aside for the purchase and redevelopment of Taymouth Castle in the Scottish Highlands. Axis contended it could deny indemnity, firmly asserting that Jirehouse partner Vieoence Prentice knew fellow partner Stephen Jones was misusing the money at issue. The three-judge panel ultimately held that Prentice had not sanctioned the misconduct at all. In April 2023, High Court Judge Robin Knowles found against Axis, plainly stating he could not conclude Prentice appreciated what Jones was doing. Judge Knowles determined that had Prentice discovered Jones’s wrongdoing earlier, he would have quit before March 2019, when the scheme emerged in full and became...

Introduction Section 32(1)(b) of the Limitation Act 1980 ( LA 1980) defers the start of the ordinary limitation period where any fact material to the claimant’s cause of action has been deliberately kept from the claimant by the defendant. Under LA 1980, s 32(2), for the purposes of s 32(1), a deliberate breach of duty carried out in circumstances where it is unlikely to be discovered for a period counts as deliberate concealment of the facts bound up with that breach of duty, for those purposes in question. These rules are plainly pertinent to construction contracts, and defects in particular. The covering up of substandard workmanship and/or defective works arising from poor design in the normal course of construction frequently leads to the much later appearance of defects through physical damage, or to the uncovering of the poor...

THJ Systems Ltd and another company v Sheridan and another company [2023] EWCA Civ 1354 What are the practical implications of this case? Copyright This is the second Court of Appeal ruling on copyright within six months, following Wright v BTC Core [2023] EWCA Civ 868 in July 2023. The Court of Appeal again set out the proper approach to deciding whether copyright subsists in a work. The ‘new’ standard is stricter than the former ‘skill and labour’ yardstick and asks whether the work is the author’s own intellectual creation. To satisfy that threshold, the court must be persuaded that, in creating the work, the author could deploy their creative faculties by making free and creative choices, thereby imprinting the result with their personal touch. A modest level of creativity does not bar subsistence, although it does bear on the extent of the...

Mergers The CMA is inviting feedback on proposed undertakings in lieu linked to the anticipated purchase by Wolseley UK Limited of Kooltech Limited—see case page for details The CMA has issued an IEO regarding the completed acquisition by Spread Ex Limited of the B2C business of Sporting Index Limited—see the case hub for more NOTE— For all live mergers before the CMA, see the UK mergers—ongoing cases tracker Upcoming dates For dates of forthcoming UK competition developments, see the UK Competition calendar......

What are the main proposed provisions and what impact will they have? The contains the following provisions: Clause 1: Mandatory whole life orders Murder attracts a life sentence. The court must either determine a minimum term to be served before release can be considered, or, where the seriousness demands it, rule that release can never occur by imposing a whole life order ( WLO). At present, Schedule 21, paragraph 2(1) of the Sentencing Act 2020 ( SA 2020) identifies categories of murder for which the starting point is a WLO. Clause 1 introduces a statutory duty, consistent with other minimum sentence regimes, to impose a WLO in the most serious instances unless exceptional circumstances justify a different outcome. In addition, Clause 1(2)(b) provides that a murder involving sexual or sadistic conduct triggers that duty to make a WLO; by contrast, the current SA 2020,...

The Rules are grounded in the United Nations Commission on International Trade Law ( UNCITRAL) Arbitration Rules and unveil a suite of reforms designed to boost efficiency and flexibility across arbitral proceedings within the arbitral process. In particular, they provide for the use of electronic means to exchange communications, virtual hearings, summary dismissal of claims, and emergency arbitrator procedures, among other substantial updates. Collectively, these revisions align the Rules with practice at leading institutions, including the Singapore International Arbitration Centre ( SIAC), the London Court of International Arbitration ( LCIA), the International Chamber of Commerce ( ICC), the International Centre for Settlement of Investment Disputes ( ICSID) and the Hong Kong International Arbitration Centre ( HKIAC), reinforcing CRCICA’s standing as a premier arbitration centre for Africa, the Arab World, and the Middle East and North Africa ( MENA). This post reviews the...

Market Standards Trend Report—trends in UK public M& A in 2023 The Market Standards Trend Report delivers a detailed examination of the 56 firm offers, 39 possible offers and 11 notifications of formal sale processes and/or strategic reviews that were announced throughout 2023 by Main Market and AIM companies within the ambit of the Takeover Code (the Code). Alongside this, it sets out perspectives on public M& A movements and what Market Standards, Lexis+® UK Practical Guidance and our contributors anticipate will materialise in 2024 and beyond. It also distils key insights. What does the Market Standards Trend Report cover? The Market Standards Trend Report explores the following: 2024 outlook deal values and overall volumes transaction structures unrecommended, competing and mandatory bids public-to-private ( P2P) transactions jurisdiction of bidders industry focus offer timetables bid...

Baroness Lawrence of Clarendon and others v Associated Newspapers Ltd [2023] EWHC 2789 ( KB) What are the practical implications of this case? Although centred on misuse of private information, this ruling carries wider weight for would‑be claimants and defendants invoking, or resisting, a limitation defence under LA 1980, s 32. Limitation exists to promote finality in civil litigation; yet, as Nicklin J explained, section 32 (together with other statutory carve‑outs) tempers the harshness that a strict rule might otherwise produce (at [85]). Under s 32, where wrongdoing has been concealed, the clock starts only on discovery, or when discovery ought reasonably to have been made. The claimants contend they remained in the dark about the unlawful conduct for many years, learning only later-via information from private investigators-that they might have a viable claim. By contrast, ANL placed substantial emphasis on what was already...

Mergers The Commission approved: the formation of a joint venture by Ford Motor Company, BMW and Honda Motor Co., Ltd ( M.11365) following a phase I investigation—see further, Midday Express the acquisition of exclusive control over Future Electronics Inc. by WT Microelectronics Co., Ltd. ( M.11344) following a phase I investigation—see further, Midday Express The Commission also received notifications for: AVI/ Atairos/ NNS UK/ V Sports ( M.11438) (simplified merger procedure) Aurelius/ Dayco’s Propulsion Solutions ( M.11427) (simplified merger procedure) Skion/ Bitburger/ Avista Oil ( M.11414) (simplified merger procedure) Aspo/ OP/ ESL ( M.11389) (simplified merger procedure) Note— For details of all active merger probes before the Commission, see further, EU mergers—ongoing cases tracker Upcoming dates For the timetable of forthcoming EU competition developments, see further, EU Competition calendar......

G v N [2023] HKCFI 3366 What are the practical implications of this case? Although findings of fact and law are not appealable in Hong Kong, the courts retain both the power and the duty to examine, as at the date of review, whether enforcing an award would offend Hong Kong public policy, even where the award itself has addressed public policy. In this case, whereas Hong Kong previously followed the guidance in Tinsley v Milligan [1994] 1 AC 340 ( Tinsley) when deciding whether to grant or refuse relief after a finding of illegality, the approach set out in Patel v Mirza [2017] AC 467 (‘ Patel’), and affirmed in Monat, is now to be applied. The Patel approach is different: courts and tribunals must assess a range of factors in determining whether relief should be denied following an illegality finding. In Patel, the...

Original news Mrs S ( CAS-13449- R1C9)—18 October 2023 Summary The PO partly upheld a complaint that a scheme acted incorrectly by seeking repayment of a pension that had continued by mistake following remarriage. The beneficiary could not rely on a change of position defence, as she ought to have received multiple warnings that her pension would end on remarriage, and she should have made enquiries. However, the scheme had not truly exercised its discretion (under regulation 114 of the Teachers’ Pensions Regulations 2010, SI 2010/990) about whether to pursue recovery of the overpayment. The PO’s decision serves as a reminder that where a scheme has a discretion, it must actively consider it rather than relying on a blanket policy. What were the facts? Mrs S was in receipt of a spouse’s pension in respect of her husband, who was a member of the Teachers’ Pension Scheme (the...

De minimis non curat lex translates as ‘the law does not trouble itself with trifles’. Yet the Bribery Act 2010 ( BA 2010) suggests otherwise, clearly. Commencing on 1 July 2011, BA 2010 overhauled and superseded antiquated bribery and corruption statutes. It answered criticism of the UK framework from the Organisation for Economic Co-operation and Development ( OECD). The Act signals the government’s uncompromising stance on bribery in UK commerce. Though concise—only 20 sections and two schedules—it reaches broadly across jurisdictions, establishes wide-ranging criminal prohibitions, and captures both individuals and companies operating in private and public spheres. Its effect spans both private enterprise and public administration. Matthew Vernon of Osborne Clarke explores the principal issues and risks for businesses around corporate hospitality and gifting, and outlines what organisations can anticipate from the Serious Fraud Office ( SFO). Its scope is wide, with effect across...

In addition to the stories covered in full in the Financial Services news feed on 16 January 2024 Subscribers may wish to note the following further developments: LSB: Cambridge & Counties Bank is the first to obtain concurrent interim registration to both the LSB’s business Standards and the business Standards for asset finance FCA: Decision Notice: Phillips Price Services Limited FCA: Decision Notice: A- Z Motors ( Peterborough) Limited......

Original News Mr S ( CAS-50392- S0T8) and Mr S ( CAS-50391- H3V6)—30 August 2023 Summary The PO dismissed a complaint concerning the pension transfer due diligence undertaken by two arrangements. For the first, the checks were appropriate, and, with no warning signs present, there was no obligation to confirm the scheme’s registration status directly with HMRC. For the second, the provider’s enquiries were insufficient—it omitted to caution about pension scams—yet the PO concluded the transfer would have gone ahead in any event. The decision underscores that expectations for pension transfer due diligence are assessed against the guidance applicable at the time only, in this case. Accordingly, the complaint failed, as determined by the PO. What were the facts? Mr S had pensions that were managed by three insurers: Legal and General ( L& G) Scottish Widows ( SW) Zurich......

Original news Mr Y ( CAS-37372- V4C1)—16 October 2023 Summary The PO dismissed a grievance concerning escalation under an investment policy and the pension’s performance. The contract wording was unambiguous: increases were payable only when the policy value exceeded the applicant’s guaranteed minimum pension ( GMP). Bonuses were wholly at the insurer’s discretion, and the applicant had been issued annual certificates confirming that no bonus had been credited. The PO’s decision reinforces the point that contractual provisions are decisive. Accordingly, the complaint could not succeed... What were the facts? Mr Y held a section 32 buy-out policy with Aviva, which he had funded via a transfer from an occupational pension scheme that included GMPs. The arrangement was intended to deliver pension increases of 8.5%. However, the terms provided that increases would only be paid if the value of the policy was sufficient to cover Mr Y’s GMP......

HXA v Surrey County Council and another party [2023] UKSC 52, [2023] All ER ( D) 97 ( Dec) What are the practical implications of this case? The decision clarifies that, as a general rule, a local authority does not assume responsibility merely by carrying out its child protection functions in the course of its work. The Supreme Court nevertheless confirmed that an authority may, in the context of its social work activities, assume responsibility to shield a child from harm. Any such assumption is not confined to occasions where the authority has secured a care order in respect of the child concerned. It is also unnecessary to demonstrate particular reliance by the child on anything the authority said or did in order to establish that responsibility was assumed towards them. The judgment is therefore materially helpful to local authorities, and to their...

Original news Mr S ( CAS-39170- Y5Q0)—13 October 2023 Summary The DPO has partly upheld a complaint concerning a section 75 liability arising within a non‑segregated defined benefit scheme governed by Scots law. The complainant, an employer participating in the scheme, had incorporated his sole‑trader plumbing business. He was wrongly assured that incorporation would have no impact; in reality, it triggered a section 75 employer debt under the Pensions Act 1995. Because of the scheme’s complexity, the company was not told the amount of the liability for well over six years. The DPO decided that: no limitation or prescription defence applied; the scheme administrator made a negligent misstatement about the impact of changing the business’s legal status, the complainant reasonably relied on that advice, and suffered financial loss; and the failure to provide timely notice that a section 75 debt had arisen was...