Although suppliers are generally unsecured creditors (unless they establish a valid retention of title (ROT) claim) they may be key to a successful turnaround or pre-pack sale. Equally, the support of customers is often an essential part of a successful turnaround business plan. In this Practice Note, we discuss how a company in financial difficulties should deal with a variety of suppliers and customers, and how to approach ROT claims put forward by suppliers. Suppliers The initial due diligence on the company will identify key suppliers who are critical to the ongoing trade of the company, ie those who are sole suppliers of products/services essential to the business or where there would be a long lead time to switch suppliers (eg credit card machines, IT systems or computer and accounting software often embedded into the company's business). The company will prioritise dealing with these suppliers through a proper communications plan. Suppliers providing non-key products/services and those charging excessively (where contracts will need to be renegotiated or replaced by cheaper suppliers) will likely

Who/what is the ASA? The Advertising Standards Authority (ASA) is the UK’s independent regulator of advertising across all forms of media. The ASA is responsible for applying and enforcing the Advertising Codes of Practice. The ASA Council is the ultimate decision-making body that determines whether advertisements comply with the Codes of Practice. You should only encounter the ASA Council if you enter the final stages of the complaints process. For further details visit www.ASA.org.uk. Statutory regulatory objectives The regulatory framework in the UK is developed by two committees: • the Committee of Advertising Practice (CAP), and • the Broadcast Committee of Advertising Practice (BCAP) The committees are responsible for developing the Codes of Practice ultimately enforced by the ASA. CAP is responsible for devising the UK Code of Non-Broadcast Advertising and Direct & Promotional Marketing (CAP Code) and BCAP writes the UK Code of Broadcast Advertising (BCAP Code) (Codes of Practice). For more guidance, see Practice Note: Advertising law and regulation. The ASA complaints process The

What is the Environment Agency? The Environment Agency (EA) is an executive non-departmental public body, established in 1996 and sponsored by the UK government's Department for Environment, Food and Rural Affairs (Defra). It has responsibilities relating to the protection and enhancement of the environment in England (and also had such responsibility in Wales prior to 2013). Alongside the EA, there are other regulators that can enforce environmental laws, such as local authorities. Summary of objectives The EA describes itself as the leading public body for protecting and improving the environment in England, with a vision to create a better place for people and wildlife. Its vision is to create better places for people and wildlife and support sustainable development. More specific objectives are set out in the EA’s corporate report, which sets out three long-term goals: • a nation resilient to climate change • healthy air, land and water • green growth and a sustainable future These goals align with central government's 25 Year Environment Plan 2018,

The Financial Services Enforcement Database incorporates detailed information on all substantive FCA and PRA Final Notices and, where available, Decision Notices from 2014 onwards. The Database may be searched and filtered by rule breach, keyword, sector, date, seriousness, aggravating and mitigating factors, financial penalty, and other actions such as referrals to the Upper Tribunal. The Financial Conduct Authority (FCA) has various powers (see sections 97, 131E, 131F, 165–169, 171–173, 175, 176 and 284 of the Financial Services and Markets Act 2000 (FSMA 2000)) to gather information, appoint investigators, and require the production of a skilled persons report (FSMA 2000, s 166). In any given situation, the FCA decides which combination of these powers is most appropriate to use. For reasons of fairness, transparency and efficiency, the FCA will usually use its formal statutory powers to obtain documents and/or information. However, in some cases, the FCA is likely to consider its formal, compelled information gathering powers to be inappropriate and will instead invite a person to provide information or documents on a voluntary basis.

STOP PRESS: On 19 June 2025, the Data (Use and Access) Bill received Royal Assent, becoming the Data (Use and Access) Act 2025 (DUAA 2025) and coming partly into force on that date. Certain provisions of DUAA 2025, concerning matters such as responding to data subject access requests and the conferring of power to make further regulations, came into force immediately on 19 June 2025. Other provisions, concerning notices from the Information Commissioner and some aspects of law enforcement processing, came into effect on 19 August 2025 (being two months from the date of Royal Assent). The majority of DUAA 2025’s provisions require further regulations (in the form of statutory instruments) to be made to bring them into force. Parts 5 and 6 of DUAA 2025 serve to amend aspects of data protection and ePrivacy law in the UK, including the United Kingdom General Data Protection Regulation, Assimilated Regulation (EU) 2016/679 (UK GDPR), the Data Protection Act 2018 and the Privacy and Electronic Communications (EC Directive) Regulations 2003, SI 2003/2426. The majority of the

This Practice Note provides high-level guidance on dealing with the National Crime Agency (NCA). It sets out the role, powers and strategy of the NCA, its statutory objectives and priorities, what the NCA expects of organisations in the private sector, including self-reporting. Role and powers Role The NCA is the UK’s lead law enforcement agency in respect of organised crime, including cyber and economic crime, that spans regional and international borders. Its workforce, which is in excess of 5,000 officers, are based throughout the UK and in strategic locations across the world. The NCA was established by the Crime and Courts Act 2013 (CCA 2013) and replaced the Serious Organised Crime Agency (SOCA). A key feature of the approach of the NCA is the emphasis on co-operation and co-ordination between the NCA and other agencies including the Serious Fraud Office (SFO), HM Revenue and Customs (HMRC), Immigration Enforcement, Border Force and the police. There is also a strong emphasis on co-operation with the private sector. The NCA covers an extensive range of law

The Serious Fraud Office (SFO) was created by section 1 of the Criminal Justice Act 1987 (CJA 1987) and is empowered to investigate and bring prosecutions in respect of the cases of serious or complex frauds and bribery. The Director of the SFO or any one authorised by the Director may institute criminal proceedings pursuant to section 29(5)(b) of

Commercial analysis: Tariffs have come into the international spotlight in 2025, with the US imposing unprecedented tariffs on imports and other countries, including Canada, China and the EU, imposing retaliatory tariffs on the US in response. These measures have impacted global markets and introduced economic and geopolitical uncertainty. In this article, Peter McCormack and James Lindop, both partners at Eversheds Sutherland, look at the purpose of tariffs, their impact on commercial contracts and supply chains and, from an English law perspective, the measures that businesses may take to deal with this impact.

After completion, the lawyers acting for the lender(s) will be responsible for distributing the original documentation and supplying copies of the key transaction documents to the relevant parties. Distributing the original documents Following completion, the lawyers acting for the lender(s) should co-ordinate all the original documentation. If completion did not take place at a physical meeting, the first step is for the lawyers acting for the lender(s) to collect all the original documents and signature pages from the various parties. Once the lawyers acting for the lender(s) are in possession of all the original documents, they should: • send an original of each of the finance documents to each party to the relevant document, remembering to retain any original finance documents that will need to be sent off for registration (see Perfecting security) • send the original

In Mettoy Pension Trustees v Evans, the High Court held that the power over a surplus on winding up was a fiduciary power in the full sense, ie it could only be exercised for the benefit of the members of the scheme.

Commercial analysis: This analysis considers how the court approached a commercial term sheet which had been predicated on a connected negotiation with a third party coming to a predictable successful conclusion. Those negotiations were terminated by one of the parties to the term sheet. The court had to consider whether that was a breach of the obligations under the term sheet and how those obligations would otherwise come to an end. The claimant had sought to argue an implied term that the defendant had to continue those negotiations in good faith, leading to a consideration of whether such an obligation could be sufficiently certain to give rise to an implied term. Written by James Davies, barrister, at New Square Chambers.

This Practice Note provides information on the type of acts an unincorporated association, its members or officers may perform in a finance transaction. Any reference in this Practice Note to an association is a reference to an unincorporated association. It also covers the steps which can be taken to investigate capacity and authority under English law. Unincorporated associations are frequently used by clubs, societies and charities. This Practice Note does not cover the charity law aspects which would apply to unincorporated associations that are charities. For information on charities, see: • Practice Note: Charitable incorporated organisations • Practice Note: Taking security over charity assets—key considerations • Practice Note: Mortgaging charity land—mortgagee’s considerations • Practice Note: Mortgaging charity land—charity's considerations, and • Charity regulation—overview What is an unincorporated association? An unincorporated association has been described by the courts as ‘an association of persons bound together by identifiable rules and having an identifiable membership’. An unincorporated association: • is a body, such as a members' club, society or trade union,