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Determining applicable law and jurisdiction, and the territorial scope of statutory employment rights—checklist

Determining applicable law and jurisdiction, and the territorial scope of statutory employment rights—checklist This Checklist provides an overview of the questions to be asked when determining: • which system of law is applicable to a contract of employment or employment relationship (applicable law) • whose courts and/or tribunals should decide an employment case (jurisdiction), and • how the courts and employment tribunals decide what statutory rights, if any, an employee who works abroad and/or has a foreign employer (territorial application or scope of statutory employment rights) Brexit impact From exit day (31 January 2020) the UK ceased to be an EU Member State but, in accordance with the transitional arrangements provided in the Withdrawal Agreement, the UK was in an implementation period (IP) until 11pm on 31 December 2020, known as ‘IP completion day’. During this period, the UK continued to be treated by the EU as a Member State for many purposes. While it could not participate in the political institutions and governance structures of the EU, the UK...

A summary checklist and timeline for bringing misfeasance, fraudulent trading and wrongful trading claims under sections 212, 213, 246ZA, 214 and 246ZB of the Insolvency Act 1986

A summary checklist and timeline for bringing misfeasance, fraudulent trading and wrongful trading claims under sections 212, 213, 246ZA, 214 and 246ZB of the Insolvency Act 1986 Checklist This Checklist is in relation to claims under sections 212–214, 246ZA and 246ZB of the Insolvency Act 1986 (IA 1986), being commenced by an insolvency office-holder. For further reading on claims under IA 1986, ss 212–214, 246ZA and 246ZB generally, see Practice Notes: • Misfeasance claims under section 212 of the Insolvency Act 1986 • Fraudulent trading claims under sections 213 and 246ZA of the Insolvency Act 1986 • Wrongful trading claims under sections 214 and 246ZB of the Insolvency Act 1986 Step/action Time (days) Section/rule 1. Investigate the events and circumstances leading to the insolvency of the company and the matters giving rise to the claim(s) against the respondent(s). This would include obtaining the company's books and records, interviewing directors, former directors and any persons with information concerning the promotion, formation, business, dealings, affairs or property of the company.It...

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Formalising the family business—checklist

Formalising the family business—checklist Many family businesses start out with quite an informal governing structure in place; the family members have an understanding of their roles and relationships with each other, and decisions are made quickly at the kitchen table. The nature of many family businesses is that they are informal and flexible, and their objectives are often driven by doing the best for the family according to the family's values, rather than purely for the profit of the owners. However, as the business grows and more members of the family and other employees start working with them, it becomes more and more difficult to manage the business in this way. The pros and cons of formalising the family business are considered in Practice Note: Family businesses. This checklist sets out a list of questions that an adviser can put to the family (or that the family can consider themselves) to assist with setting up a structure for the family business. These questions will also help determine the matters to...

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Forms of business vehicle—fundamentals

There are many forms of business vehicle and it is important that the most appropriate form of vehicle is chosen to carry on a business; the choice of vehicle may have a bearing on the business’s success or failure.Not every vehicle will suit the needs and demands of a business. Each vehicle has its advantages and disadvantages. The decision as to which vehicle to use to carry on a particular business will be complex and is dependent on various legal, tax and commercial considerations; there may not be a perfect fit.In addition, the vehicle originally chosen to carry on a particular business may not continue to be the right choice for that business as it develops and matures. The vehicle chosen to carry on a business should be kept under periodic review. If the original choice of vehicle to carry on a business becomes unsuitable, an alternative vehicle may take over that business, although a change of vehicle may be costly, depending on the circumstances.This fundamentals note considers the different...

Incorporating a company

STOP PRESS: The Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023) received Royal Assent on 26 October 2023. It is intended to enhance corporate transparency in the UK, principally through Companies House reforms and amendments to provisions of the Companies Act 2006. It also seeks to modernise the regulatory framework for limited partnerships and create stronger powers to tackle economic crime. ECCTA 2023 is to come into force in stages. A number of its provisions came into force on 4 March 2024 and may impact this content. For further information, see Practice Notes: Implementation of the Economic Crime and Corporate Transparency Act 2023 and The Economic Crime and Corporate Transparency Act 2023, particularly the legislation and consultation tracker.What is a company?A company is a separate legal entity, distinct from its members. It is owned by its members and it is managed by its directors. It is regulated by the Companies Act 2006 (CA 2006).The company is a very commonly used business vehicle; there are over 5 million registered companies in...

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Consultancy agreement—company and individual—pro-client (short form)

Consultancy agreement—company and individual—pro-client (short form) [ON HEADED NOTEPAPER OF CLIENT COMPANY] [Insert consultant’s name] [Insert consultant’s address] [Insert date] Dear [insert consultant’s name] [ Consultancy agreement OR Insert name of project ] Further to our recent discussions, I am pleased to confirm the terms of our agreement regarding the provision of your consultancy services to [insert name of client company] (Company). 1 Term 1.1 [Subject to the terms set out in this letter, your engagement [will commence OR commenced] on [insert date] and will continue unless or until either party gives to the other not less than [insert number] [weeks’ OR months’] prior notice in writing. OR 1.2 Your engagement will be for a fixed period of [insert number] months from [insert date], subject to the terms of this letter and subject to the right of either the Company or you to give to the other not less than [number] [weeks’ OR months’] notice in writing during such fixed period terminating the...

Distribution agreement—non-exclusive—short form

Distribution agreement—non-exclusive—short form This Agreement is made on [date] Parties 1 [insert name of party] [of OR a company incorporated in England and Wales under number [insert registered number] whose registered office is at] [insert address] (Manufacturer); and 2 [insert name of party] [of OR a company incorporated in England and Wales under number [insert registered number] whose registered office is at] [insert address] (Distributor); each of the Manufacturer and the Distributor being a party and together they are the parties. Background (A) The Manufacturer manufactures [and supplies] the Products. (B) The Distributor has agreed to distribute the Products on a non-exclusive basis in the Territory in accordance with the provisions of this Agreement. The parties agree: 1 Definitions 1.1 In this Agreement: Active Sales • has the meaning given in Article 8(7) of VABEO; Affiliate • means any entity that directly or indirectly controls, is controlled by, or is in under common control with, another entity where “control” means the beneficial ownership of...

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In the context of understanding whether or not permission is needed to serve debt proceedings on a company based in Jersey where there is an express jurisdictional clause in the contract submitting to the English courts, could Regulation (EU) 1215/2012, Brussels I (recast) apply?

In the context of understanding whether or not permission is needed to serve debt proceedings on a company based in Jersey where there is an express jurisdictional clause in the contract submitting to the English courts, could Regulation (EU) 1215/2012, Brussels I (recast) apply? This Q&A considers the relevance of Regulation (EU) 1215/2012, Brussels I (recast) when considering whether permission is required to serve out of the jurisdiction. What is the relevance of Regulation (EU) 1215/2012 (Brussels I (recast)) when considering whether permission is required to serve out of the jurisdiction? Permission is not required to serve a claim form out of the jurisdiction where the factors in CPR 6.32 or CPR 6.33 are satisfied (note that CPR 6.32 is not relevant in this instance as it only applies to Scotland and Northern Ireland). CPR 6.33 sets out various scenarios where the permission of the court is not required to serve out of the UK. These include (at CPR 6.33(2)) reference to various provisions of Regulation (EU) 1215/2012 (Brussels I...

Where can I find information relating to FCA perimeter issues?

Where can I find information relating to FCA perimeter issues? The FCA's Perimeter Guidance manual (PERG) provides guidance about the circumstances in which authorisation is required, or exempt person status is available, including guidance on the activities which are regulated under the Financial Services and Markets Act 2000 (the Act) and the exclusions which are available. Application of the Perimeter Guidance manual (PERG) PERG applies to: • a person who is considering carrying on activities in the United Kingdom which may fall within the scope of the Act and is seeking guidance on whether he/she needs to be an authorised person • a person who seeks to become an authorised person under the Act and who is, or is considering, applying for Part 4A permission to carry on regulated activities in the United Kingdom • a person who is seeking guidance on whether any communication he/she may be seeking to make or cause to be made will be a financial promotion and be subject to the restriction...

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'Vagisan' too close to 'vagisil' for EU Pharma Trade mark, court says

Law360, London: A German pharmaceutical company has failed to revive its efforts to get a trade mark for 'Vagisan' in the EU because of its likeness to rival feminine health product 'Vagisil'.

Relief for UK crypto industry as legislation lands and US collaboration promised

MLex: The UK cryptoasset industry breathed a collective sigh of relief on 29 April 2025 with sight of long-promised legislation laying the path toward a regulated sector. It broadly met industry expectations and contained a few mostly welcome changes. The announcement of UK-US collaboration on digital assets and a potential trans-Atlantic digital sandbox also brought some reassurance to a UK industry fearing the US running ahead. Critics may remain worried about the pace of developments, however.

View the latest UK Parliament Acts documents on Company

1 Companies

1  Companies(1)     In the Companies Acts, unless the context otherwise requires—“company” means a company formed and registered under this Act, that is—(a)     a company so formed and registered after the commencement of this Part, or(b)     a company that immediately before the commencement of this Part— (i)     was formed and registered under the Companies Act 1985 (c 6) or the Companies (Northern Ireland) Order 1986 (SI 1986/1032 (NI 6)), or(ii)     was an existing company for the purposes of that Act or that Order,(which is to be

1148 Interpretation of company communications provisions

(1)     In the company communications provisions—“address” includes a number or address used for the purposes of sending or receiving documents or information by electronic means;“company” includes any body corporate;“document” includes summons, notice, order or other legal process and registers.(2)     References in the company communications provisions to provisions of the Companies Acts authorising or requiring a document or information to be sent or supplied include all such provisions, whatever expression is used, and references to documents or information being sent or supplied shall be construed accordingly.(3)     References in the company communications