This Practice Note focuses on the conditions that have to be satisfied in order for Enterprise Management Incentive (EMI) options to be granted and summarises the tax benefits of EMI options. EMI options were introduced in the Finance Act 2000 and are intended to assist smaller high-risk companies to recruit and retain employees of high calibre. In broad terms, EMI options aim to do this by providing a number of significant tax reliefs for employees in companies which satisfy the qualifying conditions set out in Schedule 5 to the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003). With effect from 6 April 2014, companies have been required to register their EMI plans online and self-certify that the statutory conditions are satisfied (see Self-certification of EMI options below). This Practice Note is intended to be a summary of the issues relevant to corporate lawyers. If further details are required, the advice of a share incentives specialist should be sought. The form and purpose of EMI options EMI

This Practice Note outlines the requirements imposed on energy market participants by Retained Regulation (EU) No 1227/2011 (known as ‘GB REMIT’). It covers the aims and application of REMIT in Great Britain (GB); obligations of market participants; details of the prohibitions on insider trading and market manipulation; and practical guidance on the disclosure of inside information. The Practice Note also covers enforcement provisions applicable in GB. What is the impact of Brexit on GB REMIT? Brexit had a key role on the development of GB REMIT, as it was previously subject to the (broadly) equivalent EU REMIT, as explained further below. Post-Brexit, there is likely to be increased regulatory divergence between the GB REMIT and EU REMIT as each regime evolves independently. Great Britain 11 pm (GMT) on 31 December 2020 marked the end of the Brexit transition/implementation period entered following the UK’s withdrawal from the EU. At this point in time (referred to in UK law as ‘IP completion day’), key transitional arrangements came to an end and significant changes began to take effect across the

This Practice Note introduces Lloyd’s of London, its governance and regulatory framework. It discusses how members and managing agents underwrite insurance and reinsurance and outlines the Society of Lloyd’s relationships with members, managing agents, members’ agents, syndicates, brokers and coverholders. It also considers Lloyd’s of London’s capital structure, often referred to as the Chain of Security and briefly summarises the Society’s investigatory and enforcement powers. What is the Lloyd’s market? The Lloyd’s market is an insurance market, whose origins date back to the seventeenth century. Merchants would meet at Edward Lloyd’s coffee house in London and agree to insure each other’s ventures. As international trade was conducted by sea, until towards the end of the nineteenth century the business insured at Lloyd’s was almost exclusively marine insurance. Now the Lloyd’s market writes insurance in most classes of business. Insurance is written at Lloyd’s by members of Lloyd’s who group together into syndicates. The members of the syndicate appoint managing agents to carry out all the underwriting functions on behalf of the members.

Corporate communications are monitored by competition regulators, so it is important to not create a misleading or inaccurate impression of the legality of our activities in our communications. A poor choice of language (whether in press releases, media interviews or published company documents) that does not accurately state the facts can be damaging in any investigation by competition authorities and to our reputation. 1 What are the high risk areas? Price announcements about price changes (see below). Communications relating to a competition investigation/court proceedings that an organisation is involved in. Communications relating to markets which are under the media spotlight, where there

What is the GATT? The GATT is the acronym for the General Agreement on Tariffs and Trade. There are two versions of the GATT. The first is the GATT of 1947. This agreement aims to: • eliminate discrimination in trade in goods • bind and reduce tariffs applicable to goods, and • eliminate other non-tariff barriers to trade in goods The GATT 1947 regulated trade in goods prior to the establishment of the Word Trade Organization (WTO). The second version is the GATT 1994 which was agreed to as part of the set of WTO agreements when the WTO was established, see Practice Note: An introduction to the World Trade Organization. It builds on the GATT of 1947 as it incorporates the provisions of the GATT 1947. It incorporates some of the legal instruments concluded under the GATT 1947. These legal instruments notably include tariff concession as well as Member States’ protocols of accession to the GATT 1947. It also includes the Marrakesh Protocol to GATT 1994 which incorporates the tariff bindings and

What is the GATS? GATS is the acronym for the General Agreement on Trade in Services. The GATS is an annex to the Marrakesh Agreement. It is the first agreement to regulate trade in services and has done so since 1 January 1995. The GATS, like the General Agreement on Tariffs and Trade (GATT), can only be understood if both the legal text of the GATS as well as each Member State’s schedule of commitments are read together. This is especially relevant as Member States undertake specific commitments on market access and national treatment in their schedules of commitment. They are also able to schedule additional commitments which relate to matters such as qualifications or licensing requirements related to services. In addition, the GATS has a number of annexes dealing with specific service sectors, such as financial or telecommunication services. Scope of the GATS Measures within the scope of the GATS The GATS applies to measures by Member States affecting trade in services. The measures affecting trade in services are defined in terms of Article

Introduction to the Trade Remedies Authority On 29 April 2021, the UK enacted the Trade Act 2021 (the Act). The Act established the UK’s Trade Remedies Authority (TRA) and conferred certain functions to it. In addition, it made provision for the implementation of international trade agreements that the UK has negotiated. It also made provision for the collection and disclosure of information related to trade. The TRA was established as an independent non-governmental body which would provide the Secretary of State with advice, support and assistance in connection with: • the conduct of an international trade dispute • functions of the Secretary of State relating to trade, and • functions of the TRA The advice, support and assistance also covers trade remedies. The TRA is tasked with investigating trade remedies related to dumping, subsidies and safeguards. Most of the functions are conferred on the TRA by the Taxation (Cross-border Trade) Act 2018 (T(CT)A 2018). T(CT)A 2018, Sch 4 Pt 1 contains the procedure for investigating dumping and subsidies. The procedure for

Government policy For many years as part of government policy the establishment in the UK of private pensions in addition to state pensions has been encouraged. This commenced with occupational pension schemes established by employers for their employees and in more recent years with personal pensions established for individuals. The provision of private pensions has most notably been encouraged by the granting of tax reliefs to those establishing pension schemes and to their members in relation to contributions, pension fund income and pension benefits. It should be noted that neither the provision of private pensions in the UK nor the membership of a pension scheme has been compulsory until very recently and even now there are exceptions (see ‘Stakeholder pension schemes and ‘Automating enrolment and the National Employment Savings Trust (NEST)’ below). The general administration of private pension schemes is the responsibility of the Department for Work and Pensions (DWP) with the Pensions Regulator responsible for ensuring schemes are run in a proper manner as required

Brexit impact The UK is no longer an EU Member State as of exit day, 31 January 2020. State pension and benefit rights of UK nationals living in the EU, European Economic Area (EEA) or Switzerland are governed by the Withdrawal Agreement. Details may be found at: Benefits and pensions for UK nationals in the EU, EEA or Switzerland. Similarly, the rights of EEA and Swiss citizens to UK benefits and state pensions may be found at Benefits and pensions for EEA and Swiss citizens in the UK. State pensions A state retirement pension is provided dependent on a person’s National Insurance (NI) contribution record and is comprised of up to three components. These are: • the basic old age pension • the state second pension (S2P—formerly the state earnings related pension scheme State Earnings Related Pension (SERPS)) and • the graduated pension They are normally paid gross and taxed through pay as you earn (PAYE) on a person’s other income, eg an occupational

Introduction to anti-dumping duties Anti-dumping has been present in international trade well before the establishment of the World Trade Organization (WTO). National anti-dumping legislation dates to the beginning of the 20th century. Prior to the establishment of the WTO, the General Agreement on Tariffs and Trade (GATT) 1947 contained Article VI which dealt with anti-dumping. Article VI set out some rules on dumping and the imposition of anti-dumping duties. In fact, the WTO’s Anti-dumping Agreement is named after the original GATT 1947 Article VI and is known as the Agreement on Implementation of Article VI of the General Agreement on Tariffs and Trade 1994. Article VI of GATT 1947 was the subject of much discussion and negotiations during some of the rounds of negotiations leading up to the establishment of the WTO. These negotiations resulted in, amongst others, an Anti-dumping Code agreed to during the 1967 Kennedy Round which was revised during the 1979 Tokyo Round. These negotiations eventually culminated in the WTO’s Anti-dumping Agreement which came into force with the establishment of the

What is arbitration? Arbitration is a alternative form of dispute resolution to litigation, where a dispute is submitted to an arbitrator (or panel of arbitrators) for determination, rather than to a court. It is a consensual process in the sense that it will only apply if the parties agree it should. Origins in England Arbitration grew out of the international and local courts that were set up as an alternative to the royal court system in the Middle Ages. These courts were set up in response to the demand by merchants for an alternative system for the resolution of commercial cases because the royal court system was slow, not well-suited to mercantile disputes and not accessible to parties who were not resident in England. A predominant feature of these courts was that strict formalities should be waived or set aside in commercial cases to allow for the law to be speedily administered. The practice of arbitration was eventually given a statutory basis in England when Parliament passed the first Arbitration Act in 1698. Subsequent

What are bribery and corruption? Broadly, corruption means the abuse of a position of power by engaging in dishonest acts, for private (or commercial) gain.Bribery is a type of corruption, generally defined in a business context as an advantage (financial or otherwise) given or received with the intention of rewarding or encouraging the improper performance of a public, business or employment-related activity.Performance will be improper if there is an expectation of the activity being carried out in good faith but it is done so in breach of that expectation. What are the four offences under the Bribery Act 2010 (BA 2010)? BA 2010 creates four principal offences of bribery:—bribing another person—soliciting or accepting a bribe—bribing a foreign public official, and—failing to prevent bribery (this offence is limited to businesses) Who can be involved in bribery? Bribery can be committed by individuals, corporate bodies and their officers, and foreign public officials.Foreign public officials are individuals who, in relation to any country, hold a legislative, administrative or judicial position, or exercise a public function