Reed Smith

This Practice Note details certain aspects of capital markets transactions in the charity, social housing and education (university) sectors. In addition, examples of such transactions and potential issues to be aware of are highlighted. The Practice Note sets out what social impact bonds (SIBs) and development impact bonds (DIBs) are and how these operate. It also describes key parties to the transactions and key documents used in transactions when issuing SIBs or DIBs.

This Practice Note deals specifically with the reforms in Regulation (EU) 1215/2012, Brussels I (recast) as they relate to insurance matters. These are set out in the regulation at Chapter II, Section 3 in Articles 8–14. The Practice Note considers general rule that a defendant should be sued in the country in which they are domiciled and exemptions to that general rule when dealing with an insured who is regarded as the weaker party—the position where parties are on an equal footing is explored. Additional protection where there might otherwise be tacit prorogation of jurisdiction is considered as is impact of an agreed jurisdiction clause in an insurance dispute.

This Practice Note considers the similarities and differences between secondary debt trading markets in the US and the UK. Where relevant, it compares the secondary trading documentation issued by the Loan Market Association (LMA) in the UK and the Loan Syndications and Trading Association (LSTA) in the US

This Practice Note considers how firms can prevent a potential regulatory breach from escalating to a serious issue subject to FCA enforcement. It considers the risks of not notifying the FCA of a breach and practical considerations for firms on discovering a breach, including internal investigations, securing evidence, dealing with individual misconduct and issues around publicity. Although this Practice Note focuses on the issues involved in a potential FCA enforcement action, the same considerations apply to Prudential Regulation Authority (PRA) investigations.

This Practice Note looks at the main terms of capital call facilities, including typical representations, covenants and events of default, the nature of the due diligence a lender will undertake and what constitutes a typical security package.

This Practice Note provides an overview of the complex and wide ranging regulatory landscape relating to illegal, inciteful and illicit online content. It covers existing legislation and regulations, and voluntary initiatives relating to the regulation of online content, as well as emerging regulation, including the Online Safety Bill (and the Online Harms regime), disinformation and fake news, and the EU regulation on addressing the dissemination of terrorist content online.

This Practice Note looks at the insurance contract provisions in Retained Regulation (EC) 593/2008, Rome I. Definitions are provided and the different provisions for large and non-large risk contracts are explained in terms of choosing the applicable law, failure to choose and escape routes. Insurance cover obligations are explained as is how to determine where the risk is situated. Provisions for reinsurance contracts are briefly considered. Finally, whether Retained Rome I or Retained Rome II apply when dealing with vehicle accidents or third party rights against insurers is explored.

This Practice Note looks at the insurance contract provisions in Regulation (EC) 593/2008 of the European Parliament and of the Council of 17 June 2008 on the law applicable to contractual obligations (Rome I). Definitions are provided and the different provisions for large and non-large risk contracts are explained in terms of choosing the applicable law, failure to choose, escape routes and EU Member State derogation. Insurance cover obligations are explained as is how to determine where the risk is situated. Provisions for reinsurance contracts are briefly considered. Finally, whether Regulation (EC) 593/2008, Rome I or Regulation (EC) 864/2007, Rome II applies when dealing with vehicle accidents or third party rights against insurers is explored.

This Practice Note provides a guide to subrogation in the context of insurance. It explains the legal basis and purpose of subrogation and its practical application. This Practice Note provides guidance on how to distinguish rights of subrogation from other rights, such as assignment or contribution claims. It covers common situations such as subrogation against co-insureds and the application of express subrogation clauses or waiver of subrogation. It also explains the allocation of recoveries and the duty of the insured to co-operate with insurers.

This Practice Note considers how the possession of information (particularly confidential and material non-public information) impacts on the secondary loan market. In particular, it considers whether loan trading is a regulated activity, the use of information barriers and ‘Big Boy’ letters in the secondary loan market and the relevant market guidelines issued by the LMA and other trade associations in relation to the handling of sensitive information by participants in the secondary loan market

This Practice Note considers waivers in the context of insurance underwriting and claims-handling, focusing on non-consumer insurance contracts. It considers waiver in the context of the duty of fair presentation, waiver by affirmation or election, waiver by estoppel, waiver in the context of a breach of a condition and an insurer’s reservation of rights.