A limited liability partnership (LLP) is not a partnership but a body corporate that is formed under the Limited Liability Partnerships Act 2000 (LLPA 2000). The majority of law applicable to LLPs is actually modified company law rather than partnership law. LLPA 2000 expressly states that, except as otherwise provided in that Act or regulations made pursuant to it, the law relating to partnerships does not apply to an LLP (LLPA 2000, s 1(5)). Like a company, an LLP must disclose information about itself on the public register, including details of its registered office,

An employer cannot initiate a breach of contract claim in the employment tribunal; the employer may only bring a breach of contract claim in the employment tribunal by way of counterclaim, where the employee has already brought a breach of contract claim as part of the tribunal proceedings. For further information, see Practice Note: Contract claims in the employment tribunal—Breach of contract claims by employers. Breach of contract proceedings

This Practice Note examines issues for legal advisers concerning the obtaining of evidence and documentation from an unco-operative ex-employee when acting on behalf of their former employer in a dispute. Normal practice requires a witness statement The usual way of putting forward oral evidence from a witness of fact at trial is by serving a witness statement, setting out in the witness’ own words the evidence that they can give on the matters that need to be proved or rebutted by the party wishing to call them to give evidence. The purpose and preparation of witness statements are discussed in Practice Note: How to write a credible witness statement. If a former employee will not agree to provide a witness statement in advance of trial, a party may choose to ask the court’s permission to serve a witness summary in respect of that person’s likely evidence. The summary should indicate the gist of the evidence that it is believed that the ex-employee can give. If the potential witness refuses

The duty of neutrality The duties of executors are to establish the value of the estate, collect in the assets and distribute the estate according to law and the terms of the Will (section 25 of the Administration of Estates Act 1925). This is an administrative role, but in carrying out these duties, executors are under a duty to remain neutral and not support one beneficiary against another in any contentious matter. Such contentious matters can arise in a number of ways and include: • mutual Wills • claims under the Inheritance (Provision for Family and Dependants) Act 1975. In such actions, the executors should confine their role to providing evidence in accordance with CPR PD 57, para 16 and complying with any directions to assist the court • claims

Section 100 of the Small Business, Enterprise and Employment Act 2015 amended section 167 of the Companies Act 2006 such that, from 10 October 2015, notice to the registrar of a person having become a director of the company must contain a statement of the particulars of the new director, and be accompanied by a statement by

Introduction This Practice Note looks at the mechanics of completing the sale and purchase of a property. Traditionally, completion took place by the personal attendance of the buyer’s solicitor at the offices of the seller’s solicitor or the seller’s lender’s solicitor. A banker’s draft for the completion money would be handed over in return for the executed conveyance and other title documents. Personal completions are now the exception and most transactions are completed by post. In place of a banker’s draft, the completion money is remitted by direct bank transfer and the seller’s solicitor acts as the buyer’s solicitor’s agent in dealing with the completion formalities and forwarding the completed transfer and other title documents to the buyer’s solicitor after completion. Contractual terms relating to completion The sale and purchase contract will specify the time and date for completion and any other arrangements for completion expressly agreed between the parties. Condition 9 of the: Standard Commercial Property Conditions (Third Edition—2018 Revision) (SCPC) and condition 6 of the: Standard Conditions of Sale (5th Edn—2018 revision): Encyclopaedia

A floating charge created at the relevant time is invalid except to the extent that it secures: • the value of so much of the consideration for the creation of the charge as consists of money paid, or goods or services supplied, to the company at the same time as, or after, the creation of the charge • the value of so much of that consideration as consists of the discharge or reduction, at the same time as, or after, the creation of the charge, of any debt of the company, and • the amount of such interest (if any) as is payable on the amount falling within either of the above in pursuance of any agreement under which the money was so paid, the goods or services were so supplied or the debt was so discharged or reduced For the purposes of section 245(2)(a) of the Insolvency Act 1986 (IA 1986), the value of any goods or services

The key differences are that exclusive possession is given to the tenant under a tenancy at Will whereas a licence will not grant the occupier exclusive possession. Also, a tenancy at Will can be determined at any time, whereas a licence to occupy will either provide a notice period or can be determined on reasonable notice. Depending on the circumstances of the transaction, it may be that there is little practical difference between a licence to occupy pending completion and a tenancy at will. Both do not have security under Part II of the Landlord and Tenant Act 1954 (LTA 1954). However note there are several potential traps to avoid if the parties use a tenancy at Will. A tenancy at Will must be determinable at the Will of either landlord or tenant.

We refer you to Practice Note: Administration of estates—foreign assets and in particular, the section titled ‘Income and capital gains taxes in relation to foreign assets’ which states: ‘For income tax purposes, the body of PRs are treated as all UK resident or all non-resident in the UK. Where, from an individual perspective, there is a mix of resident and non-resident PRs, then the question is decided according to the residence, ordinary residence or domicile status of the deceased. If the deceased was either UK resident, ordinarily resident or domiciled within the UK and there is at least one UK resident PR, then the PRs collectively are treated as UK resident. Otherwise, the UK resident PR is treated as non-UK

To answer this question, we have considered: • when the contractor’s cause of action would accrue, in relation to a claim for unpaid retention, and • the length of the limitation period that would run from the date the cause of action accrued When would the cause of action accrue? We are not aware of any cases in which the courts have considered when a contractor’s cause of action would accrue, in relation to a claim for unpaid retention. However, the starting point is that retention is part of the price earned by the contractor for providing the works (see, for example, the court’s comments on the nature of retention in DR Jones Yeovil v The Stepping Stone Group ). At common law, a claimant’s cause of action for non-payment of the price for works accrues when the works are provided (Birse Construction v McCormick). It follows that a contractor’s cause of action for payment for building work will accrue no later than practical completion (Hirst

In this Q&A references to buyer can be read as a reference to an option holder or an ultimate buyer of a company. Before a buyer can be entered in the register of members as the legal owner of the shares, the stock transfer forms transferring those shares must be stamped. There is usually some delay in stamping stock transfer forms and this may cause delays when completing on a share purchase pursuant to which the option holder (as a shareholder) is selling his shares to the final buyer. Same day stamping is only available in exceptional circumstances. The stamping delay is also likely to be of concern in transactions involving completion accounts adjustments to the purchase price, where HMRC Stamp Taxes will usually wait until the final consideration has been calculated before issuing a letter confirming that the duty has been paid, under the

It is important to distinguish between unwillingness and inability to participate in a capacity assessment. As Mr Justice Hayden emphasised in QJ v A Local Authority it was said: '[i]t is important to emphasise that lack of capacity cannot be established merely by reference to a person’s condition or an aspect of his behaviour which might lead others to make unjustified assumptions about capacity (section 2(3) of the Mental Capacity Act 2005 (MCA 2005)). [In this