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NEWS
Law360, Expert analysis: On 26 July 2024, the Financial Conduct Authority (FCA) published a consultation paper proposing reforms to the UK prospectus regime. The proposed reforms have significant implications for initial public offerings and secondary equity issuances where securities are to be admitted to trading on a UK regulated market, such as the main market of the London Stock Exchange (LSE), or a UK multilateral trading facility (MTF), such as AIM. Written by Vanessa Blackmore, partner, Ben Perry, partner, and Matthew Triggs, practice area associate, at Sullivan & Cromwell LLP.
NEWS
Law360, London: On 7 January 2025, the UK Office of Trade Sanctions Implementation (OTSI) published two new guidance documents focusing on no-Russia clauses and countering Russian sanctions evasion. The no-Russia clause guidance is focused on supporting those exporting or making available common high-priority list items, as well as other items critical to Russian weapons systems and military development, to tailor their due diligence and make use of clauses prohibiting reexport of their products to Russia. The Russian sanctions evasion guidance is intended to aid UK exporters' understanding of Russia's and other countries' circumvention practices to reduce their risk of being targeted by those seeking to evade sanctions. Affected companies should consider whether any adjustments need to be made to their trade compliance programs in light of the best practice recommendations made in the new guidance documents.
NEWS
Law360: On 25 January, the Bank of England (BoE) and the UK government published a response to a consultation on proposals for a retail central bank digital currency, or CBDC, that would be denominated in sterling and be underpinned by a core infrastructure, including a ledger, to be developed by the BoE. Written by Christina Wu, associate, Lavan Thasarathakumar, senior advisor, and Virginia Montgomery, senior knowledge lawyer at Hogan Lovells.
CHECKLISTS
This Checklist identifies typical key policies an organisation should consider implementing and provides links to LexisNexis® Precedents you could use or adapt. Having effective policies and procedures in place will help an organisation to manage risk and will also help to demonstrate compliance in areas where having a policy is a regulatory requirement. NOTE: This Checklist is not intended to be an exhaustive list of every policy an organisation should have. Additional or alternative policies may be required to suit your organisation or to meet any industry or sector-specific regulatory requirements. General human resources policies Policy Aim of this policy LexisNexis® Precedents you could use or adapt (available subject to subscription) ☐ Adoption leave policy To set out an organisation’s policy on adoption leave and pay. Policy—adoption leave ☐ Carer’s leave policy To set out an organisation’s policy for employees to take unpaid time off to provide or arrange care for a dependent with a long-term care need. Policy—carer’s leave ☐ Compassionate leave policy To deal with absence due to an
PRACTICE NOTES
Shari’ah compliant or Islamic finance is a form of financing based on principles of and prohibitions under Shari’ah or Islamic law. These principles and prohibitions are derived from various sources, details of which are set out in Practice Note: Sources of Shari'ah. This Practice Note sets out the key principles and prohibitions by which Islamic finance transactions are structured. In practice, whether or not an Islamic finance transaction adheres to these principles and meets requirements so as to be considered Shari’ah compliant is a decision that will fall to the Shari’ah board of the financial institution providing or arranging the finance and, less often, the Shari’ah board of any corporate entity utilising the finance. In general, the default position is that a transaction structured as Shari’ah compliant or Islamic will be allowed unless it crosses or breaches key principles or thresholds. For further details, see Practice Note: Key participants in the Islamic finance industry. Money—no intrinsic value Shari’ah holds that money is merely a reflection of or a measuring tool for value and a
PRACTICE NOTES
This Practice Note sets out a brief description of key legislation, resources (including government guidance) and related matters regarding product liability, product safety, product corrective actions, market surveillance, standards and conformity marking in the UK. The EU position is not covered in this Practice Note but key EU resources are signposted. Prior to the end of the Brexit transition period, the UK’s product regulation laws were largely harmonised with the EU, as key UK laws regarding product liability and product safety derive from EU law, including: • the Consumer Protection Act 1987 (CPA 1987) which transposed Directive 85/374/EEC on liability for defective products (EU Product Liability Directive) into UK law • the General Product Safety Regulations 2005 (GPSR 2005), SI 2005/1803 which transposed Directive 2001/95/EC on general product safety (EU General Product Safety Directive) into UK law Since the UK exited the EU on 31 December 2020 (IP Completion Day) there has been increased divergence in the area of product regulation as the EU has developed new legislation. UK law has not developed in
PRACTICE NOTES
This Practice Note sets out the key property related documents and information used or reviewed by real estate lawyers in an investment finance transaction along with details of who prepares and reviews the documents and the purpose of each document. It does not contain detailed explanations of how to draft or review the documents. Title documentation The borrower's solicitor will put together the title information for the funder's solicitor to review. This may take one of four forms: Title Pack The borrower's solicitor may provide the funder's solicitor with a standard title pack including official copies for the property (or the root of title if it is unregistered), title plan, relevant title documents, replies to CPSEs addressed to the funder, any head lease, occupational leases, relevant licences and any other relevant documents. In addition, the funder’s solicitor will often expect the borrower’s solicitor to have carried out all appropriate up to date searches and for the search results to be included in the title pack or, if still awaited, to follow shortly after the rest
CHECKLISTS
STOP PRESS: When section 48 of the Border Security, Asylum and Immigration Act 2025, is brought into full force on 1 October 2026, it will insert section 14A into Immigration, Asylum and Nationality Act 2006 (IANA 2006). Section 14A establishes that references to ‘employing another person’ in IANA 2006, ss 15–24 include engagement under a worker’s contract or of individual sub-contractors (where an individual contracts to provide work or services that the engaging person has itself contracted to provide to a third party). Accordingly, the illegal working provisions and the requirement to carry out right to work checks will then extend to cover those who engage workers or a ‘sub-contractor’. In addition, new section 15A extends liability under IANA 2006, s 15 by treating certain persons as employers even if they are not in direct contractual relationships with the individuals actually performing the work. This applies either where a person is contracted to provide work or services and sub-contracts this to another person or where a person employs an individual to provide work or services and the
PRACTICE NOTES
STOP PRESS: The Loan Market Association (LMA) has published updated versions of the standard terms and conditions for Par and Distressed Trade Transactions, the full suite of Funded Participation and Risk Participation Agreements and the Secondary Debt Trading Documentation User Guide; taking effect from 17 March 2026. The amendments include the removal of LIBOR references, revisions to IBOR rate definitions and the Target2 definition and updated ERISA representations incorporating additional exemptions from the prohibited transaction rules under ERISA and the US Internal Revenue Code. The updated documentation is available to LMA members only, on the LMA’s Documentation Hub. Secondary debt trades in the London market are typically documented through a suite of recommended form of documents produced by the Loan Market Association (LMA) and this Practice Note assumes that the parties to the secondary debt trade have agreed that the trade will be documented using such documents. For more information, see Practice Note: Overview of the key documentation in a typical secondary
NEWS
The Secretary of State has made the Data (Use and Access) Act 2025 (DUAA 2025) (Commencement No 6 and Transitional and Saving Provisions) Regulations 2026, SI 2026/82, which bring the majority of the DUAA 2025’s data protection reforms into force from 5 February 2026. These regulations commence provisions relating to research and statistical purposes, consent to processing for scientific research, the lawfulness of processing, purpose limitation, data subject requests, automated decision-making, data protection by design for children, and the transfers of personal data to third countries, among others. Further provisions concerning complaints by data subjects will come into force on 19 June 2026.
PRACTICE NOTES
Scope of this Practice Note This Practice Note considers the role of depositories of undertakings for collective investment in transferable securities (UCITS) funds (ie open-ended collective investment schemes (CIS) which are undertakings for collective investment in transferable securities) and the provisions of Directive 2009/65/EC (the UCITS Directive), as amended by Directive 2014/91/EU (UCITS V) and supplementing delegated regulations. It examines the obligations and requirements of a depositary, who can act as a depositary, liability, and delegation restrictions. EU legislative background UCITS V was published in the Official Journal of the EU (OJ) on 28 August 2014 and came into force on 17 September 2014, with Member States transposing the rules into national law by 18 March 2016. UCITS V amends existing provisions of the UCITS Directive. The aim of UCITS V was to bring the UCITS regime into line with the Alternative Fund Managers Directive 2011/61/EU (AIFMD) on various matters, including the depositary rules. For more information on the AIFMD regime, see Practice Note: EU AIFMD—essentials. For more information on the AIFMD depositary regime, see Practice
PRACTICE NOTES
This Practice Note considers investor information that must be provided in relation to Undertakings for Collective Investment in Transferable Securities (UCITS) funds (ie open-ended collective investment schemes that qualify as UCITS). It also considers the relevant provisions of the UCITS Directive 2009/65/EC and outlines the requirements relating to prospectuses, reports, pricing information and key investor information. For more information on the UCITS regime, see Practice Note: EU Undertakings for Collective Investment in Transferable Securities (UCITS)—essentials. For information on non-UCITS funds covered by the Alternative Investment Funds Directive (Directive 2011/61/EU) (AIFMD) regime, see Practice Note: EU AIFMD—essentials. For information on AIFMD investor information requirements, see Practice Note: EU AIFMD—transparency rules and the prospectus. UCITS investor information requirements Chapter IX of the UCITS Directive sets out the information which must be provided to UCITS investors, namely: • a prospectus • an annual report for each financial year • a half-yearly report • pricing information, and • key investor information, provided through a UCITS key investor information document (KIID) or, where the Packaged Retail and Insurance-based Investment Products