Employment law update
|
|
- Leo Morton
- 5 years ago
- Views:
Transcription
1 Employment law update May 2005 Transfer of undertakings The new TUPE regulations - how will they affect your business? This month we focus on the revised TUPE regulations published in draft by the DTI on 15 March Currently where the TUPE regulations apply to a business transfer, any transfer-related dismissal will be automatically unfair for the purposes of UK employment protection legislation and all employees in the undertaking must transfer to the new employer on the same terms and conditions of employment. Any purported change in their contractual terms, even to allow for harmonisation of terms across the new workforce, will be void. When will TUPE apply? Special new rules for service provision change Deciding whether TUPE applies to any particular situation is, as the government acknowledges in the consultation document which accompanies the draft regulations, "the most extensively debated and litigated aspect of the existing regulations". The consultation document also states that the driving force behind the proposed changes is that, "The government considers that, ideally, everyone should know where they stand when a business sale or reorganisation, or a contracting-out or similar exercise, takes place so that employers can plan effectively in a climate of fair competition and affected employees are protected as a matter of course". Contents Transfer of undertakings The new TUPE regulations 1 When will TUPE apply? 1 Who transfers? 3 Rules on transfer-related dismissals clarified 4 Transferor to supply employee liability information 4 New rules in rescue cases 5 Penalties for failure to inform and consult 5 Joint liability for employer s liability insurance 6 Pensions 6 Collective agreements and trade union recognition 7 Next steps 7 TUPE regulations - breakfast seminar 7 New reg.3 is intended to make it clear when TUPE will apply by providing new definitions. These do not, in fact, make any great change from the current position but spell out that any change of service provider should normally fall within the scope of the TUPE regulations.
2 It is proposed that the TUPE regulations will now apply where there is either: a transfer of an undertaking, business or part of an undertaking or business situated immediately before the transfer in the United Kingdom to another employer where there is a transfer of an economic entity which retains its identity; or (and this is new wording); a service provision change, described as "a situation in which: (i) activities cease to be carried out by a person ("a client") on his own behalf and are carried out instead by another person on the client's behalf ("a contractor"), (ii) activities cease to be carried out by a contractor on a client's behalf (whether or not those activities had previously been carried out by the client on his own behalf) and are carried out instead by another person ("a subsequent contractor") on the client's behalf, or (iii) in which the conditions set out in paragraph (3) are satisfied. The paragraph (3) conditions are that: (a) before the service provision change: (i) there is an organised grouping of employees situated immediately before the change in the United Kingdom which has as its principal purpose the carrying out of the activities concerned on behalf of the client (ii) the client intends that the activities will, following the service provision change, be carried out by the transferee other than in connection with a single specific event or task; and (b) the activities concerned:... do not consist wholly or mainly of the procurement or supply of goods for the client's use the new definition of a "service provision change" includes secondstage outsourcing (switching contractors) and bringing the service back in-house "service provision change" does not apply to service providers where there is no "organised grouping of employees" (such as motor cycle couriers) or more than one client (such as travel agents) in order to show where the dividing line falls, the DTI gives the example of two catering contracts. If a client engages a contractor to supply sandwiches and drinks to its canteen every day for the client to sell to its own staff, there will be no TUPE transfer if the client decides to switch to a new supplier. However, if the contract is for the contractor to run the client's staff canteen, then the reallocation of that contract will constitute a TUPE transfer as the main activities under the contract will consist of tasks such as managing the facilities and serving customers the one policy question on which the DTI still invites comment is whether there should be an express exemption for the provision of professional business services, such as accountancy, legal services and business consultancy 2
3 there is no special provision for transfers within the public sector. Existing Cabinet Office guidelines will still apply. However, it is made clear that an administrative reorganisation of public administrative authorities or the transfer of administrative functions between public administrative authorities will not be a relevant transfer Who transfers? New reg.4 alters the existing definitions slightly. Automatic continuity of employment is now granted to any person employed by the transferor "and assigned to the organised grouping of resources or employees that is subject to the relevant transfer." New reg.4(3) states that this will include any person who is so employed immediately before the transfer or who would have been so employed if he had not been unfairly dismissed for a transfer-related reason. This is intended to protect employees dismissed pre-transfer by a transferor in an effort to make the business more attractive to any potential transferee. Although this is a new provision, it is not new law. As long ago as 1989, the House of Lords stated, in the case of Litster, that the TUPE regulations had to be interpreted as giving such employees protection. Otherwise, it would be too easy for the parties to a business transfer agreement to avoid their obligations under TUPE altogether. Point to note: The word "assigned" is defined in reg.2 as meaning "assigned other than on a temporary basis". This is intended to accord with the EAT decision in the case of Bademosi. The claimant was a security guard who had been temporarily transferred from his usual place of work to another site for a period of one year. The EAT said that he was not "assigned" to that site when the provision of security services there was transferred to a new contractor. He remained an employee of the transferor because his assignment was a temporary placement. Although the wording of regs 2 and 3 reflects this decision, it will not make it any easier for employers to decide when an assignment will be found to be "temporary" and when it will not. Changes to terms and conditions New draft regulation 4 replaces existing reg.5. The existing rules banning all transfer-related variations to terms and conditions are relaxed. New reg.4(5) provides that the employer and employee may agree to vary the contract if "the sole or principal reason for the variation is: a reason connected with the transfer that is an economic, technical or organisational reason ("an ETO reason") entailing changes in the workforce, or a reason unconnected with the transfer" it remains to be seen how tribunals will interpret the wording of the new exception. It is intended to mirror the exception already provided in the case of transfer-related dismissals (see below) and to encourage employers, in appropriate circumstances, to negotiate variations to existing contracts rather than effect contract change by the heavyhanded method of terminating existing contracts and issuing employees with new ones. 3
4 the DTI have not taken the opportunity to clarify exactly what the phrase "entailing changes in the workforce" in reg.4(5)(a) means. When dealing with a transferrelated dismissal, where the employer in the case of Berriman tried to argue that the dismissal was for an ETO reason and therefore not unfair, the Court of Appeal held that, "entailing changes in the workforce" meant that there had to be a change in the overall numbers or job functions for the exception to apply. If so, then the "ETO reason" exception will not be enough to enable transferee employers to vary employee contract terms to harmonise terms on which employees carry out their existing job functions. Rules on transfer-related dismissals clarified Draft reg.7 replaces existing reg.8 and clarifies the existing rules on transferrelated dismissals. A dismissal will be automatically unfair if the sole or principal reason for the dismissal is: (a) the transfer itself, or (b) a reason connected with the transfer which is not an ETO reason entailing changes in the workforce However, draft reg. 7(3) now states that where the dismissal is for an ETO reason entailing changes in the workforce of either the transferor or the transferee after a relevant transfer, then, subject to the usual statutory tests, the dismissal may be regarded as a fair dismissal for the purposes of the Employment Rights Act 1996, being either on grounds of redundancy or for a substantial reason of a kind such as to justify dismissal. Transferor to supply "employee liability information" New draft regs 11 and 12 introduce a new requirement for the old employer (the transferor) to notify the new employer (the transferee) in writing of the identities of every employee "who is assigned to the organised grouping of resources or employees that is the subject of the relevant transfer" and of all associated rights and liabilities. what is referred to here is "information which is or ought to be known to the transferor". Ignorance is no defence the information may be given in more than one instalment and indirectly, through a third party, e.g. the client under new reg.11, the information only has to be provided "in good time before the relevant transfer", i.e. when a transfer is already under negotiation. Most contractors already require such information in advance before they will tender for a service contract the transferee's remedy for any failure to comply with new reg.11 will be to apply to the High Court for compensation from the transferor (referred to as a "penalty" and thus not necessarily limited to the amount of any actual loss) up to a maximum of 75,000 4
5 New rules in "rescue" cases Draft regs 8 and 9 are completely new and relax the application of the TUPE regulations in certain insolvency situations. In the past, the application of TUPE has made it difficult for receivers appointed under the Insolvency Act 1986 to sell off viable businesses (or parts of businesses). The relevant EU Directive gave Member States the option of deciding whether or not the Directive should apply in any insolvency situation. The UK government has decided on a twopronged approach: TUPE will not apply at all where the transferor is subject to bankruptcy or corporate insolvency proceedings instituted with a view to liquidating its assets (reg.8(6)); but in all other insolvency proceedings ("rescue" cases) which are "opened in relation to the transferor not with a view to the liquidation of assets", i.e. administration, voluntary arrangements, receivership etc, a modified version of the TUPE regulations will apply. For the purposes of the "relevant statutory schemes", the transferor's employees will be treated not as having automatic continuity of employment under TUPE but as having their contracts terminated at the date of transfer. The "relevant statutory schemes" are those provided by the DTI to ensure that such employees receive their statutory redundancy payments and arrears of pay from the DTI. This means that liability for such payments will not pass under TUPE to any transferee, who might be considering a "rescue" of the business but would be deterred by taking on liability for what might well be substantial redundancy payments and other arrears due to employees reg.9 also allows for "permitted variation" of contractual terms in "rescue" cases. To be valid, a permitted variation must be negotiated with an appropriate representative, recorded in writing, and copied to all affected employees before it is signed. It is only a permitted variation under reg.9 if it is for a transfer-related reason which is not an ETO reason entailing changes in the workforce and it is designed to safeguard employment opportunities by ensuring the survival of the business in a "rescue" case, the transferee will still take on responsibility for liabilities owed by the transferor to an employee that are not covered by the "relevant statutory schemes" (for instance, liability for a preexisting personal injury claim) reg.9 does not cover contract variations that are for a transferrelated reason that is an ETO reason entailing changes in the workforce because such a variation can now be made under new reg.4 without any need to comply with the conditions attached to contract variation by reg.9 Penalties for failure to inform and consult New regs mirror old regs 10 and 11 on the employer's duty to inform and consult representatives of affected employees about the transfer. This burden usually falls on the transferor, being the pre-transfer employer. There has been conflicting case law on whether liability for the transferor's failure to consult should pass automatically, if somewhat unfairly, under TUPE to the transferee. 5
6 However, new reg.15(9) provides that the transferor and transferee shall be jointly and severally liable for any failure to consult. This means that an employee seeking redress will be able to choose whether to claim against the transferor or the transferee or both. In practice, the employee will probably choose which party is best able to pay. The only other significant change here is that new reg. 13(12) now states that the duty to inform and consult applies "irrespective of whether the decision resulting in the relevant transfer is taken by the employer or a person controlling the employer" and new reg.15(6) states that a failure on the part of a person controlling (directly or indirectly) the employer shall not constitute special circumstances rendering it not reasonably practicable for the employer to comply with the duty (that is to say, giving the employer a defence for failure to comply). parties to a business transfer or service provision change agreement subject to TUPE should review any indemnity clauses to ensure that they accurately reflect the new joint and several liability for failure to consult in its consultation document, the DTI says that there is a similar argument for making the transferor and transferee jointly and severally liable for the "protective award" for failure to comply with the information and consultation in relation to collective redundancies under the provisions of the Trade Union & Labour Relations Act 1992 where redundancies are made for a transfer-related reason. At this stage, this proposal is only under consideration by the DTI Joint liability for employer's liability insurance New reg.16 makes new provision for joint liability of transferor and transferee in respect of employer's liability insurance. This will only apply where the transferor is exempt from insuring against liability to employees for bodily injury and disease arising from their employment under the Employers' Liability (Compulsory Insurance) Act In practice, this provision will only apply where there is a public sector transferor with no insurance cover. The Court of Appeal has settled, in the joined cases of Bernadone and Martin, that, where there is cover, the benefit of any such cover effected by the transferor in compliance with statutory requirements will pass under TUPE to the transferee. Pensions There is no material change to the wording of the TUPE provisions on pensions - new reg.10 replaces old reg.7 and states that contract terms relating to occupational pension schemes do not transfer. However, in practice, the Government, as a matter of policy (set out in the Cabinet Office Statement of Practice Staff Transfers in the Public Sector) continues to give public sector employees a guarantee of a "broadly comparable" pension entitlement on transfer to a private sector employer. In the private sector, the position changed when sections 257 and 258 (2) (c) (ii) and (7) of the Pensions Act 2004 and the Transfer of Undertakings (Pension Protection) Regulations 2005 (SI 2005/649) came into force on 6 April Employees who were members of an occupational pension scheme prior to a TUPE transfer must now be provided 6
7 by the transferee employer with a pension scheme. It does not have to match the previous scheme and can be a money purchase, final salary or stakeholder scheme. The employer is required to make contributions to the scheme up to 6% of pensionable pay. Collective agreements and trade union recognition No changes are made as to the effect of a transfer on collective agreements or trade union recognition. New regs 5 and 6 mirror old regs 6 and 9. Collective agreements will automatically transfer but, as such agreements are not legally binding contracts, the transferee may terminate the agreement and derecognise any recognised trade union, at any time after transfer. Point to note: These regulations deal with voluntary trade union recognition agreements. Employers should appreciate that trade union recognition achieved as a result of the statutory compulsory recognition procedure by application to the CAC under the provisions of the Employment Relations Act 2004 will be preserved on a TUPE transfer and can only be reversed by applying the procedures set out under that Act. Next steps The DTI is keen that the draft regulations should become law on 1 October At present, the draft regulations contain no transitional provisions but the DTI indicates that it may include some in the final version to allow time for businesses to come to terms with the changes that the draft regulations make to the current legal regime. TUPE regulations - breakfast seminar Take the discussion further and let us address particular issues affecting you - the Employment Group at Bird & Bird will be holding a breakfast seminar on the new TUPE regulations from 9am to 10.30am on 22 September You will be receiving an invitation in due course and we look forward to seeing you there. 7
8 Beijing Brussels Düsseldorf The Hague Hong Kong 3614, China World Trade Centre, Tower 1 1 Jianguomenwai Dajie Chaoyang District Beijing PRC Tel: Fax: Avenue d'auderghem Brussels Belgium Tel: +32 (0) Fax: +32 (0) Karl-Theodor-Strasse Düsseldorf Germany Tel: +49 (0) Fax: +49 (0) Parkstraat JD The Hague P.O. Box GH The Hague The Netherlands Tel: +31 (0) Fax: +31 (0) /F ICBC Tower Citibank Plaza 3 Garden Road Hong Kong Tel: Fax: London Milan Munich Paris Stockholm 90 Fetter Lane London EC4A 1JP UK Tel: +44 (0) Fax: +44 (0) Via Montenapoleone, Milan Italy Tel: Fax: Pacellistrasse Munich Germany Tel: +49 (0) Fax: +49 (0) Centre d Affaires Edouard VII 3 square Edouard VII Paris France Tel: +33 (0) Fax: +33 (0) Norrlandsgatan 15 Box 7714 SE Stockholm Sweden Tel: +46 (0) Fax: +46 (0)
Employment law update
Employment law update March 2005 An update on recent UK case law Recent cases Discrimination - Court of Appeal guidance In October 2001, discrimination law was amended to turn a sex discrimination claim
More informationA GUIDE TO THE LAW ON TUPE
A GUIDE TO THE LAW ON TUPE January 2012, Workforce Team Introduction 1 Relevant transfers: the scope of the Regulations 2 Staff transfers within public administrations 3 Withdrawal of two-tier code 4 Who
More informationEmployment law update
Employment law update February 2007 Recent cases Agency workers Triangular agency arrangements, where an agency supplies a worker to an end user, are commonplace. The perceived advantage to the end-user
More informationEmployment law update
Employment law update November/December 2005 Recent cases Unfair dismissal If an employee refuses to sign up to new restrictive covenants, it can be a fair reason for dismissing him. The dismissal would
More informationEmployment law update
Employment law update April 2004 An update on recent UK caselaw Implied terms: recent caselaw We begin this Employment Update by looking at the Court of Appeal judgment in the case of Crossley v Faithful
More informationBusiness Tax Reform 2008: New Earning Stripping Rules
Newsletter Tax July 2007 Business Tax Reform 2008: New Earning Stripping Rules The upper house of the German parliament (Bundesrat) has passed the Business Tax Reform 2008 Act (Unternehmenssteuerreform
More informationTUPE: The ongoing debate
TUPE: The ongoing debate There has been plenty of discussion regarding the Government s proposed changes to the Transfer of Undertakings (Protection of Employment) Regulations 2006 ( TUPE ) and particularly
More informationOfficial Journal L 082, 22/03/2001 P
Council Directive 2001/23/EC of 12 March 2001 on the approximation of the laws of the Member States relating to the safeguarding of employees' rights in the event of transfers of undertakings, businesses
More informationPrivate sector contractors in a public service pension scheme Received: 6th March, 2000
Private sector contractors in a public service pension scheme Received: 6th March, 2000 Mike Ratcliffe, a Public Finance Accountant and Fellow of the Pensions Management Institute, is the Managing Director
More informationProduct Liability in the Aviation and Defence sector
Product Liability in the Aviation and Defence sector That s Product Liability in the Aviation and Defence sector Sharing your passion & working your way & in for the long haul & across the whole industry
More informationAdmitted body status provisions in the Local Government Pension Scheme when services are transferred from a local authority or other scheme employer
Admitted body status provisions in the Local Government Pension Scheme when services are transferred from a local authority or other scheme employer www.communities.gov.uk community, opportunity, prosperity
More informationICT SERVICES AGREEMENT SCHEDULES SCHEDULE 9.1 STAFF TRANSFER
ICT SERVICES AGREEMENT SCHEDULES SCHEDULE 9.1 STAFF TRANSFER CONTENTS Section A: Section B: Section C: Product Description Guidance Pro-forma/Example Schedule ICT_schedule9.1_v2.1 1 Section A Product Description
More informationAlert Memo. Directors Remuneration Reforms in the United Kingdom: UK Enterprise and Regulatory Reform Act 2013 Published
Alert Memo MAY 21, 2013 Directors Remuneration Reforms in the United Kingdom: UK Enterprise and Regulatory Reform Act 2013 Published 1. Introduction The UK Enterprise and Regulatory Reform Bill received
More informationEuropean Export Controls and Sanctions in the Aviation and Defence sector
European Export Controls and Sanctions in the Aviation and Defence sector One international team & part of the industry & strategic understanding & a shared mission & clarity from complexity That s European
More informationThe new UK Bribery Act: why you need to be prepared
April 2011 The new UK Bribery Act: why you need to be prepared The UK government's new Bribery Act of 2010 will come into force on 1 July 2011 (the "Bribery Act"), and the Government on 30 March provided
More informationRestructuring Across Borders
September 2017 Restructuring Across Borders Cayman Islands: corporate restructuring and insolvency procedures Contents Introduction 2 Enforcement of security 3 Receivership 3 Schemes of arrangement 3 Provisional
More informationInsolvency FAQs. inbrief. Inside
Insolvency FAQs Inside Trading with a company in administration Attending creditors meetings Directors responsibilities Employees of an insolvent company Introduction In the current economic climate many
More informationAlert Memo. FDIC Proposes Rules on Nullifying Subsidiary and Affiliate Cross-Defaults Under OLA
Alert Memo MARCH 23, 2012 FDIC Proposes Rules on Nullifying Subsidiary and Affiliate Cross-Defaults Under OLA On March 20, 2012, the Federal Deposit Insurance Corporation ( FDIC ) issued a proposed rule
More informationNHS Standard Contract. Fair deal for staff pensions. Draft template schedule 7 and accompanying guidance
NHS Standard Contract Fair deal for staff pensions Draft template schedule 7 and accompanying guidance NHS Standard Contract Fair Deal for Staff Pensions Draft Template Schedule 7 and Accompanying Guidance
More informationPENSION SCHEMES ACT 1993, PART X DETERMINATION BY THE PENSIONS OMBUDSMAN
PENSION SCHEMES ACT 1993, PART X DETERMINATION BY THE PENSIONS OMBUDSMAN Applicant Schemes Respondent(s) Mr D Jones Local Government Pension Scheme (LGPS) Lambert Smith Hampton Group Pension Scheme (LSH
More informationInformation for employers on pension implications when outsourcing
Information for employers on pension implications when outsourcing The consequences of ignoring pensions when outsourcing services can be frustrating and costly. This guide is intended to inform employers
More informationSummary of the proposed Scheme for the Transfer of the International Personal Bank business of Citibank, N.A., London Branch to Citibank Europe plc.
Summary of the proposed Scheme for the Transfer of the International Personal Bank business of Citibank, N.A., London Branch to Citibank Europe plc., UK Branch 1. INTRODUCTION 1.1 It is proposed that the
More informationPROTECTION OF EMPLOYEES IN CASE OF TRANSFER OF UNDERTAKINGS
PROTECTION OF EMPLOYEES IN CASE OF TRANSFER OF UNDERTAKINGS Legal Context EU Directive 2001/23/EC Directive 77/187/EEC Directive 98/50/EC In GREECE : P.D. 178/2002 PROTECTION offered by the Directive 1.
More informationTUPE, PENSIONS AND AUTOMATIC ENROLMENT: UNDERSTANDING THE INTERACTIONS
TECHTALK This article originally appeared in SEP 15 edition of techtalk. Please visit www.scottishwidows.co.uk/techtalk for the latest issue. TUPE, PENSIONS AND AUTOMATIC ENROLMENT: UNDERSTANDING THE INTERACTIONS
More informationAdmitted Body Guidance
Admitted Body Guidance A guide for employers and prospective employers involved in obtaining admitted body status within the Local Government Pension Fund Dated July 2015 1 CONTENTS INTRODUCTION... 3 TYPES
More informationEmployment Law What's on the Horizon? (UK/Northern Ireland)
This is a list of the UK legal risks that we can foresee affecting employers over the next few years & the position as it stands for each development in Northern Ireland. Employment Law Changes Likely/Actual
More informationEmployees who TUPE from maintained schools to academies
This document is a very basic outline of some of the legal risks and issues that schools wishing to convert to academies will have to consider. The areas of law involved are highly complex and this is
More informationA GUIDE FOR EMPLOYERS LETTING CONTRACTS WITH STAFF UNDER TUPE AND OBTAINING ADMITTED BODY STATUS IN THE LOCAL GOVERNMENT PENSION SCHEME (LGPS)
A GUIDE FOR EMPLOYERS LETTING CONTRACTS WITH STAFF UNDER TUPE AND OBTAINING ADMITTED BODY STATUS IN THE LOCAL GOVERNMENT PENSION SCHEME (LGPS) This leaflet provides guidance in relation to the granting
More informationFundamentals Level Skills Module, Paper F4 (CYP)
Answers Fundamentals Level Skills Module, Paper F4 (CYP) Corporate and Business Law (Cyprus) June 2012 Answers 1 The Constitution of Cyprus provides for the protection of fundamental human rights in Part
More informationExecutive Summary New Section 457A (Nonqualified Deferred Compensation)
Executive Summary New Section 457A (Nonqualified Deferred Compensation) New York November 3, 2008 On October 3, 2008, the Emergency Economic Stabilization Act of 2008 (H.R. 1424) was signed into law. The
More information[Work in Progress: Do Not Quote or Cite Without Author s Permission]
Insolvency and Social Protection 1 Argentina Written notice of dismissal at least one month in advance Certain claims for amount owed for work performed have 1 ST priority over all creditors. Other employee
More informationCONSULTATION PAPER NO. 8. September 2018
CONSULTATION PAPER NO. 8 September 2018 INSOLVENCY LAW DIFC LAW NO [X]. OF 2018 CONSULTATION PAPER NO. 8 PROPOSALS RELATING TO A NEW INSOLVENCY LAW AND REGULATIONS Why are we issuing this paper? 1. The
More informationJP Morgan Chase v Springwell Navigation Corporation
slaughter and may Companies Briefing Paper Act 2006 July 2008 JP Morgan Chase v Springwell Navigation Corporation When does a bank assume responsibility for financial advice that it gives to its clients?
More informationIP & IT Bytes. The EU Intellectual Property Office (EUIPO) rejected the invalidity claim. IV appealed.
November 2017 IP & IT Bytes First published in the November 2017 issue of PLC Magazine and reproduced with the kind permission of the publishers. Subscription enquiries 020 7202 1200. Trade marks: protected
More informationPartnership Review of the NHS Injury Benefit Scheme final agreement on proposals for reform
Partnership Review of the NHS Injury Benefit Scheme final agreement on proposals for reform November 2012 1 Introduction The Department of Health and Scottish Government devolved responsibility for negotiations
More informationSummary of the Scheme
Summary of the Scheme IN THE HIGH COURT OF JUSTICE BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES COMPANIES COURT (ChD) COMPANIES IN THE MATTER OF CNA INSURANCE COMPANY LIMITED and IN THE MATTER OF
More informationTUPE. TUPE: what you need to know when outsourcing and planning for the end of the contract
: what you need to know when outsourcing and planning for the end of the contract Daff Richardson Partner and Head of Employment law practice Overview Entering into the contract: where does the risk lie?
More informationAlert Memo. More Documents About the Target Would Be Required
Alert Memo AUGUST 19, 2010 FTC Proposes HSR Changes: Would Require More Documents from All Filers, Extensive New Information from Private Equity Funds, Foreign Manufacturers, and Others On August 16, the
More informationImpact of a break up of the Eurozone on Credit Derivatives Transactions
Allen & Overy LLP MEMORANDUM To From Our ref Kirsty Taylor David Benton Shruti Ajitsaria Edward Morphett DMB/SA/0010023-0016956 ICM:21318534.7 Date 30 March 2015 Subject Impact of a break up of the Eurozone
More informationEnterprise Management Incentives ("EMI")
Enterprise Management Incentives ("EMI") Introduction The EMI is a tax qualified discretionary share option arrangement aimed at small growing companies to help them recruit and retain employees in the
More informationThe Decision. 1. The Facts
June 13, 2013 clearygottlieb.com Circuit Court Affirms Broad Reading of the Bankruptcy Code Safe Harbor for Transfers in Connection with a Securities Contract in In re Quebecor World (USA) Inc. A recent
More informationCOMMISSION OF THE EUROPEAN COMMUNITIES
COMMISSION OF THE EUROPEAN COMMUNITIES Brussels, 26.01.2006 COM(2006) 22 final REPORT FROM THE COMMISSION TO THE COUNCIL, THE EUROPEAN PARLIAMENT, THE EUROPEAN ECONOMIC AND SOCIAL COMMITTEE AND THE COMMITTEE
More informationAdmission Agreement To participate in the Local Government Pension Scheme [relating to services provided to [school/other employer]]
Dated 2018 (1) WOLVERHAMPTON CITY COUNCIL (2) [SCHEME EMPLOYER] (3) [ADMISSION BODY] Admission Agreement To participate in the Local Government Pension Scheme [relating to services provided to [school/other
More information3. Full protection and security. Often interpreted as complementary to, and overlapping with, fair and equitable treatment, full
Investment Treaty Arbitration Mitigating Risk and Protecting Cross-Border Deals Investment treaties provide important protection for cross-border investments. These provide investors making investments
More informationWhistleblowing: A dispute about terms of employment can be a matter of public interest
Employment update October 2015 Whistleblowing: A dispute about terms of employment can be a matter of public interest Underwood v Wincanton plc The EAT has said that a dispute about terms and conditions
More informationChanges to TUPE and Pensions: the impact on contracting with Local Authorities. Amanda Harvey Partner Devonshires
Changes to TUPE and Pensions: the impact on contracting with Local Authorities Amanda Harvey Partner Devonshires Contracting with Local Authorities: Problem Areas Lack of certainty: does TUPE apply or
More informationAlert Memo BRUSSELS AND HONG KONG FEBRUARY 18, China s State Council Issues Notice on National Security Review of Foreign Acquisitions
Alert Memo BRUSSELS AND HONG KONG FEBRUARY 18, 2011 China s State Council Issues Notice on National Security Review of Foreign Acquisitions On March 5, 2011, a new national security regime regulating foreign
More informationRecent Developments Regarding the Application of German Merger Control to International Transactions
GERMAN COMPETITION LAW UPDATE Recent Developments Regarding the Application of German Merger Control to International Transactions Brussels/Cologne March 17, 2009 This note summarizes a number of recent
More informationAIG Europe Limited to American International Group UK Limited and AIG Europe SA
Proposed insurance business transfer scheme by: AIG Europe Limited to American International Group UK Limited and AIG Europe SA under Part VII of the Financial Services and Markets Act 2000 Scheme Booklet
More informationData Protection Cayman Islands
Data Protection Cayman Islands Author: Martin S. Lane, Partner In June 2017, The Data Protection Law (the DP Law ) was published in the Cayman Islands Official Gazette. The DP Law will be brought into
More informationREPORTS AND AUDITED FINANCIAL STATEMENTS
REPORTS AND AUDITED FINANCIAL STATEMENTS (A sub-fund of an open-ended umbrella unit trust established under the laws of Hong Kong) For the period from 20 February 2012 (date of inception) to 31 December
More informationCOUNCIL OF THE EUROPEAN UNION. Brussels, 20 June 2007 (21.06) (OR. fr) 11050/07 SOC 261 DRS 30 COVER NOTE
COUNCIL OF THE EUROPEAN UNION Brussels, 20 June 2007 (21.06) (OR. fr) 11050/07 COVER NOTE from: SOC 261 DRS 30 Secretary-General of the European Commission, signed by Mr Jordi AYET PUIGARNAU, Director
More informationAlert Memo. Coordination but no Consolidation: Internal Draft Bill on Group Insolvencies in Germany
Alert Memo FRANKFURT, FEBRUARY 4, 2013 Coordination but no Consolidation: Internal Draft Bill on Group Insolvencies in Germany We have reviewed an internal draft of the German Federal Ministry of Justice
More informationHR Legal Briefing. July 2003
HR Legal Briefing July 2003 The House of Lords was presented in June this year with a number of employment cases and we have reported in this issue on a significant decision concerning post-employment
More informationTerm Asset-Backed Securities Loan Facility Launches: Key Details
Term Asset-Backed Securities Loan Facility Launches: Key Details Washington, DC March 11, 2009 On March 3, 2009, the U.S. Treasury and Federal Reserve Board ( Fed ) announced the launch of the Term Asset-Backed
More informationAlert Memo. Background
Alert Memo AUGUST 11, 2011 Bankruptcy Court Holds That Safe Harbor in Section 546(e) of the Bankruptcy Code for Settlement Payments Protects Recipients of Repurchase Payments for Privately Placed Notes
More informationAGE OF ENLIGHTENMENT? EMPLOYMENT AND PENSIONS UPDATE
EMPLOYMENT AND PENSIONS UPDATE Recent key developments in UK employment and pensions law - Winter 2007 INSIDE: AMENDMENTS TO EMPLOYER DEBT REGULATIONS 2005 - SECTION 179 VALUATION DEADLINE - PENSIONS REGULATOR
More informationTUPE Service Provision Changes: the transfer of part of an activity and the plurality of organised groupings
P a g e 1 TUPE Service Provision Changes: the transfer of part of an activity and the plurality of organised groupings by Richard Ryan Parklane Plowden Chambers March 2016 P a g e 2 Arch Initiatives -v-
More informationLegal Expenses section. AXA Business Insurance
Legal Expenses section AXA Business Insurance Content page Important information about this cover 149 Meaning of defined terms 149 What is covered 151 What is not covered 155 Section conditions 156 Claim
More informationImpact of the Draft German Bill on Issuer- Bondholder Relationships on Convertible and Exchangeable Bond Offerings
Impact of the Draft German Bill on Issuer- Bondholder Relationships on Convertible and Exchangeable Bond Offerings Frankfurt August 2008 In June 2008, the Federal Ministry of Justice ( FMJ ), published
More informationAlert Memo BRUSSELS AND LONDON, DECEMBER 28, Reform of the Markets in Financial Instruments Directive: European Commission Consultation
Alert Memo BRUSSELS AND LONDON, DECEMBER 28, 2010 Reform of the Markets in Financial Instruments Directive: European Commission Consultation On December 8, 2010, the European Commission published a public
More informationTransfer of Undertakings
Transfer of Undertakings Led by Penny Macmillan 5-6 July 2016 JSB Group Limited 2016 Dove House, Arcadia Avenue, London, N3 2JU, UK Tel: +44 (0)2083717000 Fax: +44 (0)2083717001 /7053 JSB Group Ltd is
More informationInjury Bodily injury, death, disease, illness, mental injury, mental anguish or nervous shock.
Employers' Liability Definitions Injury Bodily injury, death, disease, illness, mental injury, mental anguish or nervous shock. Employee Any person under a contract of service or apprenticeship with the
More informationCACEIS Bank, and its branches Disclosure Guideline for Central Counterparty Clearing Disclosure pursuant to EMIR, RTS 6 and Indirect Clearing RTS
CACEIS Bank, and its branches Disclosure Guideline for Central Counterparty Clearing Disclosure pursuant to EMIR, RTS 6 and Indirect Clearing RTS 1 CLEARING MEMBER DISCLOSURE DOCUMENT Introduction Throughout
More informationTUPE: annual #KLHRforum DAVID WILLIAMS KATHRYN DOOKS AMY DOUTHWAITE SEPTEMBER 2016
TUPE: annual update DAVID WILLIAMS KATHRYN DOOKS AMY DOUTHWAITE SEPTEMBER 2016 Today s session Will TUPE apply? Who and what will transfer? Information and consultation obligations Can we change terms
More informationGeneral Purchase Conditions. Non-Disclosure Agreement (NDA)
General Purchase Conditions Non-Disclosure Agreement (NDA) Definitions STG has SANOVO TECHNOLOGY GROUP. STG s headquarter is located in Denmark and entities in the Netherlands and Italy. Customer The buying
More informationAlert Memo. Italy Introduces a Financial Transaction Tax as of 2013
Alert Memo DECEMBER 26, 2012 Italy Introduces a Financial Transaction Tax as of 2013 On December 21, 2012, the Italian Parliament approved the budget law for 2013 (the Budget Law ) contemplating, among
More informationAlert Memo. Dodd-Frank Corporate Governance Proposed Rules: Compensation Committee and Adviser Independence
Alert Memo APRIL 11, 2011 Dodd-Frank Corporate Governance Proposed Rules: Compensation Committee and Adviser Independence On March 30, 2011, the U.S. Securities and Exchange Commission (the SEC ) released
More informationDepartment of Enterprise Trade and Innovation Guide to the Insolvency Payments Scheme
Department of Enterprise Trade and Innovation www.deti.ie Guide to the Insolvency Payments Scheme PROTECTION OF EMPLOYEES (EMPLOYERS' INSOLVENCY) ACTS 1984 TO 2004 Guide to the Insolvency Payments Scheme
More information(Edn 03/99) Payment of Bills Using the Bankers Automated Clearing Service (BACS) System DEFCON 524
Page 1 of 17 CUSTOMER CONTRACT REQUIREMENTS BRITISH CHINOOK ENGINEERING SERVICES CUSTOMER CONTRACT CS4D/1431 CUSTOMER CONTRACT REQUIREMENTS The following customer contract requirements apply to this contract
More informationManagement liability employment practices liability Policy wording
The General terms and conditions and the following terms and conditions all apply to this section. Cover under this section is given on an aggregate basis unless otherwise specified. Special definitions
More informationLUPC Conference: 26 March 2015 Dealing with suppliers in financial difficulty
LUPC Conference: 26 March 2015 Dealing with suppliers in financial difficulty Ed Husband, Partner Overview Case study: the administration of Swets Information Services Limited ( Swets ). What can we learn
More informationCONSULTATION PAPER NO. 63
CONSULTATION PAPER NO. 63 05 OCTOBER 2009 CHANGES TO THE DIFC INSIDER DEALING REGIME CONSULTATION PAPER NO 63 CHANGES TO THE DIFC INSIDER DEALING REGIME Why are we issuing this paper? 1. The DFSA proposes
More informationPolicy Wording Legal Expenses and Rent Protection for Residential Landlords
Policy Wording Legal Expenses and Rent Protection for Residential Landlords V8.20160101 LEGAL EXPENSES & RENT PROTECTION FOR RESIDENTIAL LANDLORDS INSURANCE POLICY WORDING This insurance covers an Insured
More informationContract Modifications
Brief 38 Public Procurement September 2016 Contract Modifications CONTENTS Introduction Permitted or non-substantial modifications of contracts during their term no procurement procedure required o Modifications
More informationBlackRock is pleased to have the opportunity to respond to the Call for Evidence AIFMD passport and third country AIFMs.
8 th January 2015 European Securities and Markets Authority 103 Rue de Grenelle 75007 Paris France Submitted via electronic submission RE: Call for evidence AIFMD passport and third country AIFMs Dear
More information1 your legal rights at work in Northern Ireland members factcard
1 your legal rights at work in Northern Ireland 2017-18 members factcard YOUR RIGHTS AT WORK This factcard outlines your rights at work in Northern Ireland as of 1 January 2017. It covers the minimum legal
More informationAlert Memo NEW YORK, BRUSSELS, LONDON, AUGUST 28, 2012
Alert Memo NEW YORK, BRUSSELS, LONDON, AUGUST 28, 2012 European Banking Authority Publishes Guidelines for Data Collection on EEA Remuneration Practices On July 27, 2012, the European Banking Authority
More informationAlert Memo NEW YORK & WASHINGTON, DC FEBRUARY 4, SEC Interpretive Release Establishes New Guidance on Disclosure of Climate Change Matters
Alert Memo NEW YORK & WASHINGTON, DC FEBRUARY 4, 2010 SEC Interpretive Release Establishes New Guidance on Disclosure of Climate Change Matters On February 2, 2010, the Securities and Exchange Commission
More informationSignificant Irish Bank Stabilisation Law Passed
Significant Irish Bank Stabilisation Law Passed (22/12/2010) This is the full article... The Irish President has signed the Credit Institutions (Stabilisation) Act 2010 (the Act) into lrish law. The Act
More informationInsert heading depending. Insert heading depending on line on line length; please delete cover options once
Insert Insert heading depending Insert heading depending on line on line length; please delete on NHS on line length; line Standard length; please Contract please delete delete other other cover cover
More informationAlert Memo. Walker Review of Corporate Governance in UK Banks and Other Financial Institutions
Alert Memo LONDON DECEMBER 7, 2009 Walker Review of Corporate Governance in UK Banks and Other Financial Institutions On November 26, 2009, Her Majesty s Treasury ( HM Treasury ) published the final version
More informationPreparing for ASEAN Economic Integration
Preparing for ASEAN Economic Integration Jointly prepared by Lawrence Boo and Christine Artero, The Arbitration Chambers, Singapore Introduction This presentation introduces four areas in which ALA could
More informationGUIDE TO THE MYANMAR COMPANIES LAW Berwin Leighton Paisner
GUIDE TO THE MYANMAR COMPANIES LAW Berwin Leighton Paisner www.blplaw.com Their advice is practically reasonable and also their response is very prompt. In addition to their service, their attitude is
More informationRegulations on the Partial Liquidation of the Foundation and the Partial or Total Liquidation of a Pension Scheme ( Partial Liquidation Regulations )
Regulations on the Partial Liquidation of the Foundation and the Partial or Total Liquidation of a Pension Scheme ( Partial Liquidation Regulations ) Version 01.2016 Contents Part I... 1 Introduction...
More informationStandard contractual clauses for the transfer of personal data to third countries - Frequently asked questions
MEMO/05/3 Brussels, 7 January 2005 Standard contractual clauses for the transfer of personal data to third countries - Frequently asked questions Directive 95/46/EC, on the protection of individuals with
More informationTAX TREATY ISSUES ARISING FROM CROSS-BORDER PENSIONS PUBLIC DISCUSSION DRAFT
DISCUSSION DRAFT 14 November 2003 TAX TREATY ISSUES ARISING FROM CROSS-BORDER PENSIONS PUBLIC DISCUSSION DRAFT Important differences exist between the retirement pension arrangements found in countries
More informationNational Minimum Wage and Volunteers
National Minimum Wage and Volunteers Standard Note: SN/BT/697 Last updated: 27 September 2006 Author: Vincent Keter Business & Transport Section This information is provided to Members of Parliament in
More informationCROSS -BORDER PENSION PROVISION IN EUROPE. B. First Appendix - UK provision in relation to overseas employees and employment
CROSS -BORDER PENSION PROVISION IN EUROPE These notes are designed to give an overview of issues whic h are current in relation to Cross-Border Pension Provision in Europe. The notes are comprehensive
More informationCommercial Lender Policy
Commercial Lender Policy Commercial Lender Policy Stewart Title Limited s Commercial Lender Policy will insure you subject to the terms and conditions of the Policy against your actual loss resulting from
More informationWorkers Compensation and Employers Liability Coverage Agreement. Workers Compensation and Employers Liability Coverage Agreement
No. WCEL-LCA-SDRMA-2017-18 Certain words appears in bold face type. There are defined in the Definitions section of this Workers Compensation and Employers Liability Coverage Agreement. COVERAGE AGREEMENT
More informationPENSION ADMINISTRATION SERVICE LEVEL AGREEMENT -1- Service Level Agreement Pension Administration (2015)
PENSION ADMINISTRATION SERVICE LEVEL AGREEMENT -1- -2- CONTENTS 1.0 DEFINITIONS...5 2.0 THE REGULATIONS AFFECT ON AGREEMENT...5 3.0 ADMINISTRATIVE PROCEDURES - GENERAL...5 3.1 Access to Information...
More informationSTANDARD TERMS AND CONDITIONS FOR THE SALE OF GOODS ALL MARKETS EXCEPT OIL AND GAS
STANDARD TERMS AND CONDITIONS FOR THE SALE OF GOODS ALL MARKETS EXCEPT OIL AND GAS 1. Scope of Application These terms and conditions of sale ( T&C ) apply to all sales by our company ( Supplier ) of goods
More informationBedfordshire Pension Fund Guide to outsourcing staff in the LGPS. May 2017
Guide to outsourcing staff in the LGPS May 2017 Contents 1. Introduction... 1 2. The Procurement Process... 3 3. Principles of Pension Protection... 5 4. The Admission Agreement... 12 5. Bonds and Guarantees...
More informationTRADE BILL EXPLANATORY NOTES
TRADE BILL EXPLANATORY NOTES What these notes do These Explanatory Notes relate to the Trade Bill as introduced in the House of Commons on 7 November 2017. These Explanatory Notes have been prepared by
More informationARCHITECTS AND ENGINEERS PROFESSIONAL INDEMNITY
ARCHITECTS AND ENGINEERS PROFESSIONAL INDEMNITY Policy Wording In consideration of the payment of premium specified in the Schedule the Insurer hereby agrees to insure against loss in accordance with the
More informationPensions Legal Update
Reproduced with the kind permission of PLC Magazine Pensions Legal Update Legal Update Contents 1. Do one thing this month. 2. The Regulator s review of pre-retirement literature for occupational DC schemes.
More informationAlert Memo. SEC Adopts Final Proxy Access Rules
Alert Memo AUGUST 25, 2010 SEC Adopts Final Proxy Access Rules On August 25, the SEC adopted final proxy access rules by a 3-2 vote. Subject to conditions, the new rules provide sizeable, long-term and
More informationEmployment rights. Impact of Brexit September 2016
Employment rights Impact of Brexit September 2016 Introduction Clyde & Co s employment team have conducted a technical assessment of the potential impact of BREXIT on employment law. We have broken employment
More informationSubcontracting. Module 7
Subcontracting A guide to the legal implications of the Industry Standard Partnering Agreement for voluntary, community and social enterprise organisations Module 7 Dispute resolution, implications of
More information