FEBRUARY 2016

DEVELOPMENTS OF GENERAL INTEREST
 
BREXIT

A possible UK exit from the European Union

 
CORPORATE

Directors' duties – exercise of powers for a proper purpose
Trust and transparency – beneficial owners' register
 

M&A

• Directors' duties – Court confirms duties owed to company not shareholders when seeking shareholder approval for a transaction

EMPLOYMENT AND PENSIONS

Employment

• Gender pay reporting
• ECJ privacy ruling does not give green light for employer snooping
• EAT confirms low hurdle for whistleblowing protection
• Update on legislative changes

Pensions

• Case update: Alexander v Pattinson & Sim 
• Case update: R v Pensions Regulator

DISPUTE RESOLUTION

Arbitration

• Reminder from the Privy Council on drafting arbitration agreements: clear wording is necessary to avoid unnecessary delay, expense and loss of confidentiality

 
Banking litigation

• Court of Appeal resolves redemption dispute concerning "CoCo" notes by reference to their commercial purpose
• Court orders disclosure of confidential Serious Fraud Office and client documents
• Confirmation of the court's current approach to interest rate hedging product mis-selling claims is good news for financial institutions

 
Litigation

• Government rows back from plans to double cap on court issue fees
• Jackson reforms will apply to insolvency litigation from April 2016
• Supreme Court clarifies test for implying terms into a contract

 
REAL ESTATE AND PLANNING

Real estate

• Marks & Spencer loses Supreme Court battle

 
Planning

• Community Infrastructure Levy Review Panel and recent consultation

SECTOR SPECIFIC DEVELOPMENTS   
 

BANKING, RESTRUCTURING AND INSOLVENCY

• EU Bank Recovery and Resolution Directive 2014/59 (BRRD) – contractual bail-in requirement under Article 55
   

COMPETITION, REGULATION AND TRADE

• Supreme Court clarifies concept of "enterprise" under UK merger control
• CJEU rules that a commercial lease restriction does not infringe competition law "by object"
• First ever formal investigation by the Groceries Code Adjudicator uncovers serious breaches of the code
   

ENVIRONMENT

• Paris Climate Change Agreement
• Circular Economy
   

FINANCIAL SERVICES REGULATION

• Delay to MiFID II/MiFIR
• Securities Financing Transactions Regulation
• Revised Payment Services Directive 
• Senior Managers and Certification Regime
   

HEALTH AND SAFETY

• New sentencing guidelines in force for corporate manslaughter and health and safety offences
   

INSURANCE

• A new prudential regime for the insurance industry comes into force
• Insurance Distribution Directive
   

INTELLECTUAL PROPERTY

• Reform to the Community Trade Mark system
   

TAX

• Autumn Statement 2015 and Finance Bill 2016
• Consultation on corporate interest deductibility
• European Commission anti-tax avoidance package
• Budget 2016
   

TECHNOLOGY, MEDIA AND TELECOMMUNICATIONS

• General Data Protection Regulation compromise text released
• EU-US Privacy Shield announced

REGION SPECIFIC DEVELOPMENTS   
 

AUSTRALIA

• Power without glory: JV Operator to be removed for breach
• Government’s innovation statement puts renewables back on the agenda
• Reminder to policyholders: Don’t assume you’re not covered 
• Guaranteed maximum price contracts: A checklist for project owners
• Changes to Australia’s foreign investment rules
   

FRANCE

• Information to employees prior to certain sales of shares or a business – amendment to the sanction for failure to comply
   

HONG KONG

• Latest corruption perception scores in line with firm’s global anti-corruption report
• New Hong Kong Competition Ordinance now in force
• Mandatory clause to be inserted in all client agreements following consultation conclusions issued by Securities and Futures Commission
• Progress underway to establish cross-sector resolution regime for financial institutions in Hong Kong
• Securities and Futures Commission proposes to amend automated trading services guidelines in light of over-the-counter derivatives reform and international regulatory requirements
   

SINGAPORE

• Global Pound Conference on the future of dispute resolution in Singapore on 17/18 March 2016