It is assumed the company is a private company limited by shares or an unlisted company limited by shares. A director may be removed from office by ordinary resolution of the members passed at a general meeting of a company before the expiration of his period of office and notwithstanding anything in any agreement between the director and the company, pursuant to section 168 of the Companies Act 2006 (CA 2006). Special notice of 28 clear days (ie, excluding the day on which notice is given and the day of the general meeting) of the proposed ordinary resolution to remove a director is required to be given

This issue has arisen numerous times in the courts, in a wide range of contexts, both criminal and civil. In El Ajou v Dollar Land Holdings plc, Lord Hoffmann and the other members of the Court of Appeal, in a case concerning knowing receipt, considered that there were two possible ways in which the knowledge of a person could be attributed to a company. If the person is an agent of the company, their knowledge might be imputed to the company in accordance with agency principles. Alternatively, their knowledge could be treated as the company's knowledge on the basis that they were the directing mind and will of the company and should be identified as the company. Subsequently, in Meridian Global Funds Management Asia Ltd v Securities Commission, Lord Hoffmann analysed the rules by which acts and knowledge of individuals are attributed to a company. There are three sorts of rules of attribution: primary, general and special rules of attribution. The primary rules of attribution

A Display Energy Certificate (DEC) is an energy certificate that shows the operational energy rating of a public building, from A (most efficient) to G (least efficient). The operational rating is a numerical indicator of the actual annual carbon dioxide emissions from the building, and is carried out by an approved energy assessor using a specific software tool. DECs are based on the actual amount of metered energy used by the building over the last 12 months within the validity period of the DEC. In addition to the operational rating, the DEC also contains a reference value such as a current

We assume that Party A has not agreed to register any such notice or restriction on its title. Is Party B entitled to apply for the entry of a notice on Party A’s title? A notice protects the priority of a specific burden affecting the land in a registered title. It ensures that, where the interest protected is in fact valid, the priority of that interest will not be automatically postponed on the registration of a subsequent disposition for value. Under LRA 2002, s 34, a person who claims to be entitled to the benefit of an interest affecting a registered estate or charge may (if the interest is not excluded by LRA 2002, s 33) apply to the registrar for

This Q&A focuses on whether a dispute resolution clause is binding between the parties in the event of a breach of contract leading to termination. Generally, whether or not a contractual term operates after termination is a question of construction (Port Jackson Stevedoring Pty Ltd v Salmond and Spraggon (Australia) Pty Ltd). If the parties expressly provide that a particular term is, or is not, to be enforceable when a contract terminates, the parties’ agreement will be enforceable. See Precedent: Survival of termination clause which allows parties to select clauses in an agreement that will survive termination of the agreement as a whole. When there is no express agreement, the courts will be left to decide what the parties must have intended. For a summary of the principles used by the courts when interpreting the meaning of contracts, see Practice Note: Contract interpretation—the guiding principles. Clauses which can be considered procedural in nature are generally intended by the parties to be enforceable notwithstanding

Once the decree absolute has been pronounced in relation to a divorce, it is a matter of public record, and therefore, anybody will be able to obtain a copy of the decree absolute itself. This only relates to the decree absolute however, and not the divorce petition, and so the divorce petition will not be a public document. The procedure to search for and obtain a copy of a decree absolute is set out in the relevant Government guidance. If somebody wishes to obtain a copy of the divorce petition, they will need to make a proper application to do so. It is therefore arguable that a party will not be permitted to provide copies to a third party, such as an employer, as the petition is a private court document. The relevant provisions are contained in the Family Procedure Rules

Under section 189(1) of the Corporation Tax Act 2010 (CTA 2010), if a company makes a qualifying charitable donation (QCD) in an accounting period, it can deduct that QCD from its total profits. Such a deduction reduces taxable total profits and therefore the amount of corporation tax the company will pay. For further information on total profits, taxable total profits and calculation of corporation tax, see Practice Note: Basis of calculation of corporation tax. Assuming there is a payment (rather than a disposal of an investment), that payment must be a qualifying payment in order to be a QCD (CTA 2010, ss 190(1)(a) and 191). A payment will be a qualifying payment if it is: • a payment of a sum of

Whether residential units occupied as holiday lets involve a change of use is a matter of fact and degree of the change and depends on the circumstances in each case. The Court of Appeal in Moore v Secretary of State for the Environment held that ten self-contained residential units used for holiday lets were not a material change

The majority of court fees for civil matters are contained in the Civil Proceedings Fees Order, SI 2008/1053, Sch 1, which is amended when any of the court fees in Schedule 1 are changed. Amendments to the court fees schedule The current court fees were originally set out in Civil Proceedings Fees Order 2008, SI 2008/1053, which came into force on 1 May 2008. Since then, the Order has been subject to a number of amendments, the most recent being

While no fees are payable in relation to criminal proceedings in the magistrates’ court, including for making applications for summonses or warrants in England and Wales, fees are payable for certain civil functions undertaken by magistrates’ courts. This includes applications to state a case for the opinion of the High Court

This Q&A considers the statutory requirements under the shared parental leave regime, looking first at whether a female employee can be on statutory maternity leave while her partner is taking statutory shared parental leave and, secondly, whether a female employee can be on statutory maternity leave while her partner is receiving statutory shared parental pay. Statutory shared parental leave In relation to shared parental leave, the employee as mother will be entitled to take shared parental leave provided: • she satisfies certain conditions, and • the father or partner also satisfies certain conditions One of the conditions relating to the mother is that she must have ended her entitlement to statutory maternity leave by curtailing that leave (and that leave must remain curtailed), or she must have returned to work before the end of her statutory maternity leave. When it comes to the father or partner’s eligibility to take shared parental leave,

Presuming that the firm that the financial adviser works for is authorised by the Financial Conduct Authority (FCA) and that the adviser is also FCA approved, there would have been an obligation to disclose the conviction to the FCA (see FCA webpage: