Commercial news update July 2018: Corporate Governance Reform, Disability Discrimination and Trade Secrets

Commercial news update July 2018: Corporate Governance Reform, Disability Discrimination and Trade Secrets

This month we bring you updates across Corporate & Commercial, Employment, Intellectual Property and Competition Law.

We focus on the commercial aspects and look at the practical steps for you to consider.

Listen to this month’s latest news, on the go.

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This month, we cover the following:

Corporate & Commercial—tune in from 0:14 secs

Exclusion clauses - In the recent case of Motortrak v FCA Australia shows the courts will enforce the literal words of a contract even where this leaves a party with no effective remedy for a contractual breach.
See News Analysis: Affirming repudiatory breach—no right to rescind following bribery (Motortrak Ltd v FCA Australia PTY Ltd)

Corporate Governance Reform – An update on Theresa May’s planned reforms for Corporate Governance, but new draft laws, subject to Parliamentary approval, will apply to financial years on or after 1 January 2019.
See LNB News: House of Commons briefing paper confirms corporate governance reforms likely to apply from January 2019

Good faith - Commercial contracts do not usually have any implied duty of good faith, however, the judge in a recent case held that in these circumstances each party should be able to trust that the other party will act with integrity and in the spirit of cooperation.
See News Analysis: Duty of good faith implied into a commercial contract (Sheikh Tahnoon Bin Saeed Bin Shakhboot Al Nehayan v Kent)

Removing director addresses – New regulations came into force in April to make it easier to remove home address information about directors, secretaries and people with significant control from Companies House public records.
See Practice Note: Residential addresses of individual directors—protection from disclosure

Employment—tune in from 2:50 secs

Worker status cases – The Supreme Court decision in the Pimlico Plumbers and the Employment Appeal Tribunal decision in Addison Lee have been published.
See News Analysis: Plumber engaged as contractor was worker confirms Supreme Court & Case: Addison Lee Ltd v Gascoigne

Zero hour workers can compare to full-time employee - The recent Employment Appeal Tribunal case of Roddis v Sheffield Hallam University has overturned an earlier Tribunal decision and confirmed that zero-hour workers are entitled to compare themselves to full-time colleagues.
See News Analysis: When a part-time worker is employed under the ‘same type of contract’ (Roddis v Sheffield Hallam University)

Disability discrimination – The Court of Appeal upheld the decision that an employer was liable for discrimination arising from a disability even though it was not aware that the employee's actions were due to their disability in the recent City of York Council v Grosse case.
See News Analysis: Discrimination arising from disability: no requirement for employer to know employee’s behaviour occurred in consequence of disability (City of York Council v Grosset)

Consultation on IR35 rules for the private sector - The government has launched a consultation on IR35 rules for the private sector. The consultation process closes on 10 August.
See News Analysis: Off-payroll working consultation to tackle non-compliance in the private sector

New guidance on discriminatory dress code – Two years since ‘Heel-gate’ when Nicola Thorp’s story of being sent home for not complying with her employer’s policy of high heels for women. New Government guidance on work place dress codes has however now been published.
See LNB News: Guidance published for employers on setting dress codes

Intellectual Property-tune in from 6:20 secs

Costs of blocking ISPs – The Supreme Court has ruled7 that trade mark owners must pay the costs of implementing a court order to require a UK Internet Services Providers (ISPs) to block access to websites selling counterfeit goods.
See: Supreme Court allows appeal in Cartier case (Cartier v BT)

Trade secrets – On the 9th June the UK’s Trade Secrets Regulations 20188 came into force.  The new Regulations  implement the EU Trade Secrets Directive.
See News Analysis: Examining the Trade Secrets (Enforcement etc) Regulations 2018

Competition-tune in from 7:35 secs

Dominance and excessive pricing – We previously reported on the Competition and Markets Authority (CMA) decision that Pfizer and Flynn Pharma had abused their dominant market position by charging excessive prices for their anti-epilepsy drugs.  The Competition Appeals Tribunal (CAT) has however now annulled this decision and asked the CMA to look at the matter again.
See LNB News: CAT appeal: Pfizer and Flynn partially succeed in phenytoin sodium capsules appeal as decision set aside in relation to abuse

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About the author:
Iain founded Radius Law in September 2013 which has been designed to meet the exacting standards that Iain had of his law firms during his time as an in-house counsel.


Iain’s in-house career spans 14 years with the 7 years from 2006 to 2013 being the General Counsel and Chief Compliance officer for the Mercedes-Benz UK Group. In this role he led a team of 18 staff.
Iain has previously been recognised in the Financial Times Innovative Lawyers report as a thought leader in legal management. He has spoken regularly and had published articles particularly on how to measure legal value.

Aside from legal management, Iain has significant expertise in regulatory work, particularly competition law and anti-bribery. Iain has led the implementation of large scale compliance programmes and also managed regulatory investigations.

Outside of the day job Iain has a passion for community projects and has been a non-executive director of a housing association and also established a debt advice centre. This social conscious approach continues in Radius Law with a bold commitment to pay 10% of profits to charity.