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Fraud Claims & Asset Recovery

 

What must an Applicant show to obtain a Freezing Injunction? Part 1

Andy Wilks
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It has a good or properly arguable case. However, this is a relatively low threshold for the Applicant to get over. Recent judicial commentary states “the right course is to adopt the test of a good arguable case, in the sense of a case which is more...

WHAT THE COURT REQUIRES TO GRANT A FREEZING INJUNCTION PART 1

Andy Wilks
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In this series of posts, we look at what the court requires to grant a Freezing Injunction in England & Wales and consider the legal and evidential considerations in that process. In these posts, the person or company seeking the Freezing...

Is a Freezing Order the most appropriate remedy? Part 2

Andy Wilks
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The appointment of a provisional liquidator. This is probably the most unusual and dramatic remedy available to an Applicant. It is made pursuant to Section 135 of the Insolvency Act 1986 in respect of a company. It is an adjunct to winding up...

Is a Freezing Order the most appropriate remedy? Part 1

Andy Wilks
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Alternative remedies considered In this series of posts the person or company seeking the Freezing Order is referred to as the Applicant and the person or company subject to the Order is referred to as the Respondent. It is always worth the...

VARYING THE TERMS OF A FREEZING ORDER PART 3

Andy Wilks
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The procedure to vary the terms of a Freezing Order If a Respondent wants to apply to vary a  Freezing Order , this is done by way of the following: 1. Drafting an Application Notice. 2. Drafting a detailed Affidavit setting out specifically the...

VARYING THE TERMS OF A FREEZING ORDER PART 2

Andy Wilks
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The maximum sum claimed by the Applicant is excessive In all Freezing Orders, a Respondent’s assets are frozen up to a certain specified limit. This limit normally equates to the quantum of the losses which the Applicant says it has suffered as a...

APPLICATIONS TO DISCHARGE A FREEZING ORDER PART 3

Andy Wilks
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The procedure for applying to have a Freezing Order discharged is as follows If a Respondent wants to apply to discharge a Freezing Order, this is done by way of the following procedure: Drafting an Application Notice. Drafting a detailed...

APPLICATIONS TO DISCHARGE A FREEZING ORDER PART 2

Andy Wilks
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Demonstrating that the Order is oppressive Freezing Orders should not be used oppressively.  For example, a common term within a Freezing Order is that the Respondent should be able to meet his ordinary living expenses as well as his...

APPLICATIONS TO DISCHARGE A FREEZING ORDER PART 1

Andy Wilks
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LEGAL GROUNDS AND PROCEDURE EXPLAINED In this series of posts, the person or company seeking the Freezing Order is referred to as the Applicant and the person or company subject to the Order is referred to as the Respondent. ...

ENFORCING A FREEZING ORDER PART 3

Andy Wilks
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Bench Warrants Another means of enforcing a Freezing Order are by way of Bench Warrants. The purpose of these are to secure a Respondent’s attendance at Court. Whilst rarely used, they can be helpful in certain circumstances,...

ENFORCING A FREEZING ORDER PART 2

Andy Wilks
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Steps taken by a Respondent to “purge” his contempt Committal to prison is the ultimate sanction and, as such, the Courts are generally reluctant to make such an order, unless the breach is serious. Often the Respondent...

ENFORCING A FREEZING ORDER PART 1

Andy Wilks
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In this series of posts, the person or company seeking the Freezing Order is referred to as the Applicant and the person or company subject to the Freezing Order is referred to as the Respondent. Introduction Freezing...

Norwich Pharmacal Orders Explained Part 3

Andy Wilks
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Gagging Clauses The terms of the Order the Applicant would like the Court to grant needs to be carefully drafted. Commonly, the Order also contains a gagging clause against the Respondent to stop them informing the Defendant that the application has been...

Norwich Pharmacal Orders Explained Part 2

Andy Wilks
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Prerequisites of a Norwich Pharmacal Order Before granting a Norwich Pharmacal Order NPO, the Court will need to be satisfied of the following:- Evidence that the Respondent is involved in the wrongdoing. There is much case law in this area as to what is...

Norwich Pharmacal Orders Explained Part 1

Andy Wilks
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Obtaining information from third parties  In this series of posts, the person or company seeking a Norwich Pharmacal Order is referred to as the Applicant and the person or company subject to the application is referred to as the Respondent. The person...

Dealing With The Substantive Claim Part 2

Andy Wilks
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Disclosure of documents   An Applicant will then need to produce what is called a Disclosure List.  This is a list setting out all relevant documents it has (or had) in its possession which are relevant to the current legal proceedings....

Dealing With The Substantive Claim Part 1

Andy Wilks
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The litigation process explained  In this series of posts, the person or company seeking the Freezing Order is referred to as the Applicant and the person or company subject to the Order is referred to as the Respondent. The grant of...

FREEZING ORDERS IMPORTANT PRE APPLICATION CONSIDERATIONS PART 3

Andy Wilks
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What benefits will actually accrue from the Freezing Order? Consideration needs to be given to the benefits which will actually accrue as a result of obtaining a Freezing Order. Often, Applicants who are...

FREEZING ORDERS IMPORTANT PRE APPLICATION CONSIDERATIONS PART 2

Andy Wilks
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Dealing with the substantive claim The grant of a Freezing Order is only the start, not the end of the claim. A Freezing order is simply a remedy to prevent a Respondent putting his / her assets out of the...

FREEZING ORDERS IMPORTANT PRE APPLICATION CONSIDERATIONS PART 1

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In this series of posts, the person or company seeking the Freezing Order is referred to as the Applicant and the person or company subject to the Order is referred to as the Respondent. Introduction A Freezing Order is a...

Freezing Orders And Third Parties -Duties Explained Part 2

Andy Wilks
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Obligations on third parties to disclose a Respondent’s Assets Unless ordered otherwise, third parties such as banks have no obligation to disclose any information regarding the Respondent’s assets to the Applicant. Indeed, to do so would put...

Freezing Orders And Third Parties -Duties Explained Part 1

Andy Wilks
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In these posts, the person or company seeking the Freezing Order is referred to as the Applicant and the person or company subject to the Freezing Order is referred to as the Respondent. Introduction Once...

STEPS TO TAKE IF YOU HAVE BEEN SERVED WITH A FREEZING ORDER PART 1

Andy Wilks
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In this series of posts, we examine what steps a person or company must take if they have been served with a Freezing Order / Injunction. In these posts, the person or company seeking the Freezing Order is referred to as the...

FREEZING ORDER - A PRACTICAL GUIDE PART 3

Andy Wilks
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What other Orders can the court make at the same time to help an Applicant? As part of granting Freezing Orders, the Court will often be asked to grant additional orders for the benefit of an Applicant (commonly known as...

FREEZING ORDER - A PRACTICAL GUIDE PART 2

Andy Wilks
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When are Freezing Orders not possible? There are some circumstances where Freezing Orders are not available. These are as follows:- In proceedings against the Crown. In proceedings against a Foreign State, unless it has...

FREEZING ORDER - A PRACTICAL GUIDE PART 1

Andy Wilks
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What is a Freezing Order? A Freezing Order is an interim Order which freezes a person or company’s assets. This can be the entirety of the assets or up to a limit specified by the Court. The purpose...

The Obligations Of The Applicant After A Freezing Order Is Obtained

Andy Wilks
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After a Freezing Order is granted at the first hearing, the Applicant is under certain obligations moving forward. These are as follows: In the granting of a Freezing Order, the Applicant will give undertakings to the...

Service Of A Freezing Order And Other Documents

Andy Wilks
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  The requirements explained If a Freezing Order is granted, the Applicant must ensure that every effort is made to effect proper service of all relevant documents on a Respondent.  Those documents need to be served as soon as possible and...

Affidavit Evidence Explained

Andy Wilks
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Any application made for a Freezing Order must be supported by written Affidavit evidence (essentially a form of witness statement). This is evidence the Applicant must swear on oath as being true and is done so in support of the application. An Affidavit...

The Documents Required In Order To Obtain A Freezing Injunction

Andy Wilks
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There are a number of documents which will need to be completed prior to attending Court to obtain a Freezing Injunction. These are as follows:- An Application Notice . This is a document which will be prepared by the Applicant’s legal advisers and...

Applying For Freezing Order

Andy Wilks
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  Key Procedural Requirements Explained In this series of 12 posts we look at the key procedural requirements needed to obtain a Freezing Order from the court. In these posts, the person or company seeking the Freezing Order is referred to as...

What must an Applicant show to obtain a Freezing Injunction? Part 3

Andy Wilks
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  That it can provide an undertaking in Damages Any Applicant applying for a Freezing Injunction must undertake to the Court to pay any damages that a Respondent or any other party may suffer as a result of the Freezing Order if it later...

What must an Applicant show to obtain a Freezing Injunction? Part 2

Andy Wilks
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  That there must be a risk, or a real risk, of the Respondent dissipating or hiding his Assets This is normally the most important factor the Court will look at when deciding whether to grant a Freezing Injunction . If the Applicant can satisfy the...

What must an Applicant show to obtain a Freezing Injunction? Part 1

Andy Wilks
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  It has a good or properly arguable case. However, this is a relatively low threshold for the Applicant to get over. Recent judicial commentary& states “the right course is to adopt the test of a good arguable case, in the sense of a case...

What the Court Requires to Grant A Freezing Injunction

Andy Wilks
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  What the Court Requires to Grant A Freezing Injunction Legal & Evidential Considerations Explained In this series of articles, we look at what the court requires to grant a Freezing Injunction and consider the legal and evidential...

Sales out of Administration to Connected Persons

Andy Wilks
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  Small Business, Enterprise and Employment Act 2015: COMMENCEMENT 26 MAY 2015 Section 129 of the Act provides statutory authority for the Secretary of State to introduce statutory instruments to regulate the sale of company businesses out of...

Small Business, Enterprise and Employment Act 2015: Extension of Administration and Simplification of Insolvency Process

Andy Wilks
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  This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of Royal Assent and is now the Small Business, Enterprise and Employment Act...

Small Business, Enterprise and Employment Act 2015: Liquidator's

Andy Wilks
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  Sanction of Liquidator’s Actions – COMMENCEMENT DATED 26 MAY 2015 This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of Royal...

Small Business, Enterprise and Employment Act 2015: Assignment of Administrators'/Liquidators' Causes of Action

Andy Wilks
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  Assignment of Administrators’/Liquidators’ Causes of Action - COMMENCEMENT TO BE CONFIRMED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26...

Small Business, Enterprise and Employment Act 2015 Administrators: Powers to bring fraudulent/wrongful trading claims

Andy Wilks
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  Administrators: powers to bring fraudulent/wrongful trading claims– COMMENCEMENT ORDER TO BE ANNOUNCED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26...

Small Business, Enterprise and Employment Act 2015 Compensation Orders

Andy Wilks
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  Compensation Orders following disqualification – COMMENCEMENT ORDER TO BE ANNOUNCED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the...

Small Business, Enterprise and Employment Act 2015: Director Disqualification

Andy Wilks
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  Director disqualification – extension of limitation period – COMMENCEMENT ORDER TO BE ANNOUNCED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015...

Small Business, Enterprise and Employment Act 2015: Insolvency

Andy Wilks
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  Insolvency Practitioners and amendment to D Report duties – COMMENCEMENT ORDER TO BE ANNOUNCED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following...

Small Business, Enterprise and Employment Act 2015: Determining Directors' Unfitness

Andy Wilks
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  Determining directors’ unfitness – COMMENCEMENT ORDER TO BE ANNOUNCED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of Royal...

Small Business, Enterprise and Employment Act 2015: Disqualification Following Convictions Abroad

Andy Wilks
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  Disqualification following convictions abroad – COMMENCEMENT ORDER TO BE ANNOUNCED This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of...

Small Business, Enterprise and Employment Act 2015: Shadow Directors

Andy Wilks
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  Shadow Directors and their increased responsibilities – COMMENCEMENT 26 MAY 2015 This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of...

Transparency of Companies: Beneficial Interests

Andy Wilks
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  This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of Royal Assent and is now the Small Business, Enterprise and Employment Act 2015 (“the...

Small Business, Enterprise and Employment Act 2015: All Company Directors Must Now be Natural Persons

Andy Wilks
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  This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of Royal Assent and is now the Small Business, Enterprise and Employment Act 2015 (“the...

Small Business, Enterprise & Employment Bill - Reform of the Pub Code

Andy Wilks
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  This is part of a series of posts on the Small Business, Enterprise & Employment Bill that has now come into force on 26 March 2015 following the grant of Royal Assent and is now the Small Business, Enterprise and Employment Act 2015 (“the...

Sales out of Administration to Connected Persons

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015 Section 117 of the Bill seeks to incorporate more future regulation of...

Director Responsibilities and Duties - Part 4

Andy Wilks
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  Introduction This is Part 4 of a series of articles considering the general question of Directors’ duties and responsibilities and in particular, what conduct can ultimately constitute a finding of “unfitness” and possible...

Director Responsibilities and Duties - Part 3

Andy Wilks
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  Introduction This is Part 3 of a series of articles considering the general question of Directors’ duties and responsibilities and in particular, what conduct can ultimately constitute a finding of “unfitness” and possible ...

The New Litigation Costs Regime - The Changes Explained

Andy Wilks
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  This article sets out more detail about the Government’s proposed fee increases to civil litigation costs which may have a significant impact on anyone looking to issue legal proceedings. Until 2nd March, those discussions were still under...

Extension of Administrator's Powers

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Administrators’ powers have in recent years been subject to a comprehensive...

Director Responsibilities and Duties - Part 2

Andy Wilks
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  Introduction This is the second in a series of articles considering the general question of Directors’ duties and responsibilities. As previously set out in the first article understanding such duties are vital for directors as a failure to...

Director Responsibilities and Duties - Part 1

Andy Wilks
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  Introduction This is the first of a series of articles considering the general question of Directors’ duties and responsibilities . Such duties are vital for directors to understand as failure to adhere to them can ultimately constitute a...

Sanction of Liquidator's Actions

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. As of writing, where a company is placed into liquidation, the Liquidator’s...

Assignment of Administrators'/Liquidators' Causes of Action

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015 A majority of all professionals in the insolvency market will be fully aware of...

Administrators: Powers To Bring Fraudulent/Wrongful Trading Claims

Andy Wilks
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  Currently, going back to the introduction of the Insolvency Act 1986, claims for wrongful and fraudulent trading (the latter being a far more serious allegation) could be brought against company directors by liquidators appointed over the company. ...

Compensation Orders Following Disqualification

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. A further proposal within the Bll is the power of the Court to make a Compensation...

Director Disqualification - Extension Of Limitation Period

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Director disqualification claims currently can only be brought against directors...

Insolvency Practitioners And Amendment To D Report Duties

Andy Wilks
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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Until the commencement of the Bill, there is a legal requirement for the Official...

Determining Directors' Unfitness

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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Section 94 of the Bill makes further provision for increased transparency in...

Disqualification Following Convictions Abroad

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  This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. The Bill has introduced new dimensions into director disqualification , in terms...

Dissolution/Striking Off Of Companies

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  Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. It is not uncommon for dormant or non-trading companies to be overlooked or company filing requirements not strictly adhered...

Changes To Company Filing Requirements

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  Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Part 8 of the Bill provides for an alteration to Part 24 of the Companies Act 2006 such that instead of filing an Annual...

Shadow Directors And Their Increased Responsibilities

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This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Section 251(2) of the Companies Act 2006 provides a definition of a shadow director of a...

All Company Directors Must Now Be Natural Persons

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This is part of a series of posts on the  Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. Sections 76 and 77 of the Bill removes the ability to appoint...

Pub Tenant landlords and Reform of the Pub Code

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This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. It is well publicised that following derestriction of the pub sector in the 1990s a new...

Company transparency - disclosure of VAT information by HMRC

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This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015.  The Bill is currently undergoing readings before the House of Lords following the...

INTRODUCTION - The Small Business, Enterprise & Employment Bill Blogs

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This is part of a series of blogs on the Small Business, Enterprise & Employment Bill (“the Bill”) that is proposed to come into force in April 2015. The Bill is currently undergoing readings before the House of Lords following the 1st...

Employment Law in 2014: What to Expect - Statutory Sick Pay

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6th April 2014 - Statutory Sick Pay • Increases from £86.70 per week to £87.55 per week. • Abolition of the strict record keeping requirements, however employers will still be required to maintain records but in a more flexible...

Recruitment Industry - Restrictive Covenants and the Internet

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Can restrictive covenants still be enforceable when so much information about candidates and recruiting clients is available on the internet?  Yes, said the High Court in a recent case about the education recruitment market but it has  broader...

Employment Law in 2014: What to Expect - Flexible working

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6th April 2014 - Flexible working The right to request flexible working is extended to all employees with 26 weeks’ service, and not just those employees who have children or are carers. The statutory procedure for dealing with flexible working...

Employment Law in 2014: What to Expect - Discrimination

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6th April 2014 - Discrimination Abolition of discrimination questionnaires – the procedure by which an individual is able to obtain information from his or her employer about discrimination, and then subsequently use that information as evidence...

Employment Law in 2014: What to expect - TUPE

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31st January 2014 - TUPE The Collective Redundancies and Transfer of Undertakings (Protection of Employment) (Amendment) Regulations 2014 (SI 2014/16) makes changes to the Transfer of Undertakings (Protection of Employment) Regulations 2006 (SI...

Employment Law in 2014: What to Expect - Financial penalties

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6th April 2014  - Financial penalties Tribunals will have the power to impose a financial penalty on losing employers of 50% of the value of the award, with a lower threshold of £100 and an upper limit of £5,000. It is not automatic. ...

Employment Law in 2014: What to Expect - Equal Pay

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Equal Pay Expected that employment tribunals will be required, in accordance with the Enterprise and Regulatory Reform Act 2013, to order pay audits where an employer is found guilty of breaching the equal pay provisions under the Equality Act 2010. ...

Employment Law in 2014: What to Expect - ACAS

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6th April 2014 - ACAS Introduction of mandatory conciliation – the Enterprise and Regulatory Reform Act 2013 makes it a requirement that claimants must lodge details of their proposed employment tribunal claim with ACAS before initiating...

Employment Law in 2014: What to Expect - Sickness

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Spring 2014 - Sickness Introduction of a new government funded independent assessment service to assess ill health. The aim is to introduce this in April, but it may be towards the end of 2014. Its remit will include free assessment by occupational health...

Buying and Selling Businesses - Changes to the Employment Rules

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There is some good news for those buying and selling businesses – the Government is easing some aspects of the ‘TUPE’ employment protection legislation that applies on the transfer of a business although the Government is not going so far...

Developments in Employment Law 2013: An Overview

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2013 was a year that kept employment lawyers and HR professionals on their toes with a number of significant developments. The purpose of this article is to give an overview of those key changes. In future reports we will be examining the most noteworthy in...

Prepacks and reporting to creditors: What does the new SIP16 mean to you?

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The new Statement of  Insolvency  Practice 16 (SIP 16) “Pre-packaged sales in administration” comes into force on  1 November 2013 .   Insolvency practitioners who negotiate sales of all or part of a distressed...

Does Providing Professional Advice to a Limited Company put the Advisor at Risk?

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The answer is generally no. Giving advice in a professional capacity to a limited company does not normally make someone a shadow director. However, you may be more at risk in certain situations - for example as an in-house lawyer or a financial adviser. ...

What is meant by being involved in the "management" of a company?

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The meaning has been interpreted extremely widely. There are no hard and fast rules as to what it means as every company is run differently. The courts look at matters on a case by case basis to determine whether a person’s role is effectively...

What is a Director?

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A “Director” is not generally defined in legislation, but relates to any person occupying the position of director by whatever name called. This can include senior managers, partners, trustees or governors. Conventionally, a director appointed to...

"Help: my client's gone bust!"

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We all have a pretty good idea of what this phrase means, but what are the most common types of insolvency that you might meet among your clients? As someone who is owed money by a client who has ‘gone bust’, what does this mean for your business...

The Importance of a Shareholders' Agreement

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Year on year many small limited companies are  successfully set up  by family members, friends and former colleagues with great business ideas, yet for some such happy beginnings may not last. Disputes may arise shortly after the company’s...

Directors' Duties - The Basics and the Risks

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Directors' duties were codified by Part 10 of the Companies Act 2006: Chapter 1 of Part 10 (sections 154-169) sets out the laws relating to company Directors (appointment, register and removal). Chapter 2 of Part 10 (sections 170-180) sets out the...

Background to Francis Wilks & Jones

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Francis Wilks & Jones  was founded in 2002 and is based in Central London. We specialise in providing legal services to a number of business sectors together with more bespoke advice to individuals. We count amongst our client base members of the...

Avoiding Deadlock - Court Intervention or Shareholders' Agreement?

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If the attendance of a specific director is a requirement of a company’s constitution, can a decision made at a directors’ or  shareholders’ meeting be valid if that director is not present?  Further still, can that...

Shadow Directors - Beware

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A recent press release from the Department for Business Innovation and Skills (BIS) reports that a disqualified director has been sentenced to 6 months imprisonment pursuant to s.13 of the Company  Directors’ Disqualification  Act 1986 (CDDA)...

Zombie companies - the Need for Advice

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Contrary to the predictions of many commentators at the start of the credit crunch, the continued recession has not led to a surge, but a decline, in  corporate insolvencies  and numbers now are now at their lowest level since 2008 [1] . Instead...

Decision making - shareholder trumps director

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It is fairly commonplace for a director to hold a dual role within a company, acting as director and/or shareholder, officer or representative of a shareholder. These roles should for the most part align with one another, however, if these dual interests...

10 Common Mistakes in Litigation

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Unnecessary Delay If you believe that you have a cause of action against another party then avoid unnecessary delay. If you have a monetary claim, you need to act fast in the current climate to get your money back. Otherwise the debtor might pay other...

Setting Up a Business - 8 Most Common Mistakes

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Starting a new business is an exciting, busy and challenging time. But amid everything else you have to do,  it is all too easy to overlook some essential details which, if put in place at the early stages, will strengthen your business and can...

Common FAQs for Shareholders and Directors

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How do  Shareholders’  and Directors’ roles differ? A company is an independent legal entity separate from its Directors and Shareholders. A Director of a company is responsible for directing its affairs on a day-to-day basis,...