The list below covers the legal topics we can tailor to your requirements. Please speak to your usual contact or to Fiona Evans, Head of know-how, to discuss your needs.
Core legal topics
Interpretation of contracts; the meaning of commonly-used contract words such as “term”, “party”, “termination”, “breach”; agency issues; cross-border corporate, contract and property issues.
Facility types; representations and undertakings; default; transfer; market disruption and/ or lender insolvency; agency arrangements; legal opinions – what they cover and why.
Creation and structuring of security; priority of security; enforcement of security; security over particular types of asset (such as ships and aircraft, contracts, cash, shares); floating charges; guarantees; set-off and netting; subordination.
Types of insolvency procedure; administration and receivership; the effect of insolvencies on secured creditors (including moratorium and clawback and the problems of floating charges); priority of claims in an insolvency; directors’ duties and wrongful trading.
Contractual issues and governing law; cross-border security issues; cross-border insolvency issues.
Introduction to insolvency litigation; default and counterparty insolvency; enforcement of material adverse change clauses; insolvency claw back actions; mis-selling claims; default and insolvency; information requests and orders.
Equity Capital Markets
Key legal and practical issues relating to an IPO on the Main Market and AIM markets of the London Stock Exchange, including which market; which securities; eligibility; what is required in terms of corporate governance; FTSE inclusion; IPO due diligence; the marketing process (institutional, retail and intermediary); and negotiating an underwriting agreement.
Acquisition of a private company including dealing with due diligence; project management; tax; drafting the SPA and purchase price mechanisms. Acquisition of a UK public company under the UK takeover regime, including the approach, conduct during the offer, due diligence in a public bid context; offers v schemes of arrangement and competitive bids. Acquisitions of companies incorporated in more difficult jurisdictions, including how to plan and structure an investment; dealing with the unexpected in due diligence and how to live with the deal once it is implemented.
Internal and FSA investigation; FSA enforcement in practise; FSA document requests – avoiding the pitfalls; market abuse – the basics.
Tax and pensions
Foreign profits – where are we now?; HMRC powers and penalties; capital allowances – post Budget 2009; tax planning – is it still possible?
Pensions issues surrounding corporate transactions; the new Personal Accounts regime.
Recruitment, selection and contracts of employment; age discrimination; sex and race discrimination; stress at work; maternity and family friendly rights; disability discrimination; bullying and harassment; managing redundancies; unfair dismissal and managing misconduct, poor performance and absence; Transfer of Undertakings (Protection of Employment) Regulations – principles and practice; mergers and acquisitions – the role of human resources (including common due diligence pitfalls); outsourcing – cross-border employment issues; internationally mobile employees; bonus payments – the big issues; data protection for employment lawyers; HR issues for the downturn (including changing terms and conditions, redundancy issues and TUPE reorganisations).
Competition and regulatory
EU (and UK) competition law compliance
The prohibition on restrictive agreements; the prohibition on abuse of a dominant position; the merger control regime; the State aid rules.
Preparing for a “dawn raid” by the EU or national competition authorities
How to prepare for a dawn raid; conduct during a dawn raid; how to deal with the aftermath of a dawn raid.
Your rights and remedies as a bidder; your obligations and risks as a contracting authority; how to conduct a compliant procurement process; general refresher on public sector regulations; general refresher on utilities regulations.
The regulatory regimes in the utilities sectors (water, gas, electricity, telecommunications, rail); competition law in the shipping or air transport sectors.
The financial crisis
State aid and the financial crisis; competition law and the financial crisis.
General dispute resolution
Contract – back to basics; privilege; jurisdiction and cross border enforcement; drafting dispute resolution clauses; witness familiarisation; litigation funding; asset tracing.
Document retention and disposal policies; fraud – crisis management case study.
English court procedure
Introduction to the English civil litigation process; electronic disclosure; part 36 offers; interim applications; collective redress – group litigation orders and representative actions.
Introduction to mediation; mediation workshop; negotiation training for mediation.
The environment, health and safety and planning
Environment, safety and planning issues for lenders, companies and developers during a recession; corporate and property transactions – environment, safety and planning due diligence; urban regeneration; sustainable development (including land remediation, planning issues and energy performance certificates); renewable energy (including environmental, health and safety and planning issues).
Environmental Liability Directive; REACH Regulations – the new European chemicals regime; The Carbon Reduction Commitment and sustainability compliance issues for companies; waste management responsibilities for companies.
Health and safety
Fatal accidents and incidents in the workplace (including the Corporate Manslaughter and Homicide Act and coroners' inquests); asbestos and occupiers liability; product liability and food law.
Introduction to the UK planning system; the infrastructure planning commission and national policy statements; planning obligations and the community infrastructure levy; urban regeneration (including compulsory purchase issues); historic buildings and heritage protection.
Landlord and tenant
Landlord and tenant – basic law; landlord and tenant issues in a recession; tenant insolvency – the landlord’s perspective; business tenancies – a practical look at the Landlord and Tenant Act 1954; The Carbon Reduction Commitment – issues for landlords and tenants; green leases; the property litigator's perspective.
General property topics
Land law – an overview of the basics; common hold land; land registration – an overview of particular aspects such as the new identity requirements for all parties and the new land registry policy on the discharge of charges.