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Which EU Member State court has jurisdiction?—checklist

Which EU Member State court has jurisdiction?—checklist This Checklist is for use when determining which EU Member State’s courts have jurisdiction to determine a dispute. It does this by considering the articles in Regulation (EU) 1215/2012, Brussels I (recast) that are applied to determine which court has jurisdiction to determine the dispute. The general rule is that a defendant should be sued in the courts of the EU Member State in which they are domiciled. However, a number of articles derogate from this rule. Some derogations are mandatory, while and others apply if the claimant seeks to rely on that provision. The articles are applied in the hierarchy set out in the table below. If the first article listed is not applicable, the next article should be considered to see if that is applicable and so on. Determining jurisdiction Type of jurisdiction Consideration Mandatory/by choice Brussels I (recast) Exclusive jurisdiction Certain prescribed circumstances provide for the courts of an EU Member State to have jurisdiction regardless of...

Commercial contract review and execution (business personnel)—checklist

Commercial contract review and execution (business personnel)—checklist This is a Checklist for in-house lawyers to provide to those of its employees (eg procurement or sales professionals) who are engaged in negotiating commercial contracts. It sets out the primary issues to consider when negotiating or reviewing a business-to-business commercial contract, and includes practical guidance. This Checklist may be suitable for use in low risk contracts where employees who are not legally qualified are authorised to conduct negotiations and contract review. It may be customised as required to work with a company playbook on contract negotiation and review, to include suggested fall-back drafting positions and escalation points for recourse to a legal team as appropriate. As it is intended to be used by non-legal professionals, it does not include links to further detailed legal commentary in each case. For a Checklist intended for use by legal professionals with links to further information, see: Commercial contract drafting and review—checklist. In-house lawyers should check that business personnel engaged in negotiating and concluding commercial contracts...

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Maintaining the PSC register—flowchart

Maintaining the PSC register—flowchart View or print a full size PDF version: The flowchart summarises the main steps for a typical company in identifying PSCs or RLEs so as to update the company’s PSC register and provide details to the Registrar in relation to the central register. Note however that eligible Scottish partnerships (which are covered by the PSC regime) are not required to keep a PSC register of their own but are only required to deliver PSC information to

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Types of pension scheme investment

Types of pension scheme investment FORTHCOMING DEVELOPMENT: On 20 July 2024 the Chancellor announced the launch of the formal pensions review promised as part of Labour’s pre-election manifesto pledge. As confirmed in its terms of reference, the first phase of the review will concentrate on developing policy in four areas, including encouraging increased pension investment into UK assets to boost growth across the country. Moreover, in forming its recommendations, the review will consider (among other things) (i) boosting the returns for pension savers, (ii) the role of pensions funds in capital and financial markets to enhance returns and UK growth and (iii) fiscal impacts in the context of public finances. To inform the first phase of the review, a call for evidence was launched on 4 September 2024 to consider evidence on a range of questions, including investing in the UK (applied to both DC and LGPS funds). The findings of this first phase are expected to be published in Spring 2025. For more information,...

Governance, systems and controls requirements for insurers

Governance, systems and controls requirements for insurers Introduction The requirements on UK insurers concerning the topics of governance, risk management, systems and controls are all interlinked and should be approached in a holistic manner. These requirements primarily take the form of a number of detailed regulatory rules and guidance, and insurers must periodically review their governance, risk management, systems and controls to ensure effective compliance with them. Insurers will also be aware that the UK regulators determine whether certain incidents represent regulatory breaches by reference to overarching ‘threshold conditions’ and broad regulatory principles (or ‘fundamental rules’), which are set out in this note. Accordingly, the UK regulators could consider an insurer to be in breach of applicable regulation by reference to a threshold condition or a regulatory principle even if there is no rule that explicitly covers the issue in question. For an insurer, there is also conceptually an overlap between what may be regarded as governance or systems requirements and what may be regarded as capital or...

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Buy notice for joint share ownership plan (JSOP) agreement

Buy notice for joint share ownership plan (JSOP) agreement To: [insert name of participant] We refer to the agreement that we entered into on [date] with you and [insert name of the Company whose shares are under the JSOP award] (the Company), under which we jointly acquired shares in the Company with you (the Deed). We have received written confirmation from the Company that the Sell Right has lapsed in relation to [all OR [insert percentage]] of the Participant’s Interest under the Deed, and that the Buy Right may therefore be exercised in relation to it. In accordance with clause 9.5 of the Deed, we hereby confirm that we have therefore exercised the Buy Right on [date] in relation to [all of OR that part of] your Participant’s Interest, which we therefore acquired on that

S790D Notice (LLP)—for a legal entity

S790D Notice (LLP)—for a legal entity [Insert date] Dear [insert name of addressee] Register of People with Significant Control—Notice to a legal entity under section 790D of the Companies Act 2006 (the Act) Interests in [LLP] [rights] We know or have reasonable cause to believe that you may be a registrable legal entity, as defined in section 790C of the Act in respect of [LLP]. We therefore require you, pursuant to section 790D of the Act, to provide us, in writing [including by email to the address shown above], within one calendar month of the date of this notice, the following information concerning your interest (within the meaning of Part 21A of the Act), if any, in [LLP]: • Whether or not you are a registrable legal entity within the meaning of this Part of the Act or a legal person to be regarded as an entity under section 790C(12) of the Act; and • If you are such an entity, to confirm...

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What is the position of a security holder if the company that created the security is dissolved?

What is the position of a security holder if the company that created the security is dissolved? This Q&A focuses on the impact the dissolution of a security provider can have on the ability of a security holder to effectively enforce its security. It also considers the position of a receiver appointed by the security holder prior to the dissolution of the relevant company. Summary If a security provider is dissolved as a matter of English law it is normally still possible for the security holder to enforce the security it holds by exercising the mortgagee’s power of sale. There may be circumstances in any particular case that make an application to restore the dissolved company to the register desirable to protect the security holder’s position. Circumstances where this issue commonly arises The problems associated with a security provider being dissolved while security is in force occur most often in real estate finance and other asset finance transactions. Typically, these issues arise where a special purpose...

Who is responsible for an occupier's liability claim when the accident occurred in premises subject to a lease? The tenant company had ceased trading before the accident and a new tenant company had not entered into a new lease agreement with the landlord.

Who is responsible for an occupier's liability claim when the accident occurred in premises subject to a lease? The tenant company had ceased trading before the accident and a new tenant company had not entered into a new lease agreement with the landlord. This Q&A considers who may qualify as an occupier under the Occupiers’ Liability Act 1957 (OLA 1957). OLA 1957 contains no definition of an ‘occupier’. The issue of who is an occupier is dealt with under the common law. It is important to recognise that the key issue is of control over, rather than ownership of, the premises. An occupier is any legal entity with a sufficient degree of control over premises such that it can properly be considered to be an occupier (see Wheat v E Lacon). The key element is that the occupier has effective control. There is no requirement for the occupier to have a legal interest in the land. There can be multiple occupiers of premises at any given time. It has...

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Pensions weekly highlights—13 March 2025

This week's edition of Pensions weekly highlights includes a review of key news stories, some new content as well as dates for your diary and trackers.

Financial Services weekly highlights—13 March 2025

This week's edition of Financial Services weekly highlights includes: FCA publishes Quarterly Consultation Paper No. 47; FCA publishes Consumer Duty support outcome review findings; Commission adopts implementing regulation amending ITS with regard to updates to benchmark portfolios and reporting requirements under EU CRD IV; plus dates for your diary over the coming week.