This Checklist sets out the requirements and key steps in order to ensure compliance by a claimant or defendant with the second edition of the Pre-Action Protocol for Construction and Engineering Disputes (the Protocol), which parties to a dispute should comply with before commencing proceedings in the Technology and Construction Court (TCC). Does the Protocol apply? The parties should first confirm that the Protocol applies to their dispute—see Practice Note: Construction Pre-Action Protocol—application, exclusions and objectives. Under the Protocol, a claimant can opt out of complying with the pre-action process if all the parties to the proposed proceedings agree in writing. What does the claimant need to do to comply? • Send a copy of the letter of claim to all proposed defendants, containing: ◦ the claimant's full name and address ◦ the full name and address of each proposed defendant ◦ a brief summary of the claim(s) (this should be proportionate to the claim(s)) ◦ a list of the principal contractual and/or statutory provisions relied on ◦ a summary

Most projects require some form of debt financing. The debt element of the funding for a project is typically referred to as 'project finance'. While no two project finance transactions are ever the same, there are certain key steps which are fundamental to securing financing for a project. Those key steps are explained in this Practice Note. Bid/feasibility studies The initial steps in the life of a project will depend on whether the project is being publicly procured (ie initiated by a government or other public entity) or privately initiated. In either case, potential project finance lenders will typically only be approached by the sponsor once the bidder has been short-listed (if relevant) and when the relevant feasibility studies have been conducted (see Practice Note: Project finance—due diligence and ‘bankability’—Technical due diligence/feasibility study in project finance transactions). Publicly procured projects In the UK, public procurement rules require certain 'contracting authorities' such as central government or its agencies to conduct an open and formal competition process to procure bids for the provision of certain

This Practice Note provides an overview of the key supply chain issues for manufacturers. It highlights the principal legal, commercial and contractual issues that arise in the context of a manufacturing supply chain. It is intended as a starting point which will give the reader a solid understanding of these issues, with more detailed content linked to for further reading. The focus of this Practice Note is on the laws of England and Wales, although brief commentary on EU laws is included where relevant. For further information on EU specific issues, see Practice Note: Key supply chain issues for manufacturers—EU.. For further general guidance on supply chain issues, see Practice Notes: • Supply chain fundamentals • Supply chain sustainability—key themes • Supply chain sustainability—UK • Digitalisation in the supply chain This Practice Note addresses: • what a typical manufacturing supply chain looks like and the key stakeholders involved • key legal issues in a manufacturing supply chain • key commercial issues in a manufacturing supply chain • key contractual issues and drafting considerations What

Law360: A Delaware Federal Court's rejection of a company's fair use defence for using material protected by copyright to train an artificial intelligence (AI) programme is a key moment in the clash between copyright law and AI development, as both intellectual property owners and tech companies seek favourable judicial guidance.

Law360, London: In May 2023, the European Commission submitted a proposal for an expansive directive on combating corruption.

Information Law analysis: On 28 March 2025 the UK Information Commissioner’s Office (ICO) published its guidance on anonymisation and pseudonymisation under the UK GDPR (the Guidance). A long time coming, with drafts and sector-specific guidance published intermittently since 2021, the Guidance offers a practical response to addressing key concerns around compliant use of pseudonymised and anonymised data, especially in the context of data sharing, advanced analytics and modern technologies available to the ‘motivated intruder’. Written by Alex Jameson & Steph Ong of Bird & Bird

This Practice Note outlines: • the main corporation tax consequences when a UK incorporated company enters into an administration process in the UK, and • certain other tax considerations which arise during the course of the administration Administrations are a highly flexible process and have become very popular as an effective way of dealing with, and in many cases rescuing, insolvent businesses. It is a procedure designed to give an entity breathing space with a view to either a rescue or a restructure or to allow for a better outcome for all creditors than a liquidation. Administration is purely a statutory procedure. When the process was reformed by the Enterprise Act 2002 (EnA 2002), which introduced Schedule B1 to the Insolvency Act 1986 (IA 1986) on administration, HMRC also introduced specific tax legislation covering certain issues (though unfortunately these are not comprehensive). For further discussion of the administration process, see: Administration—overview and below: What is an administration and what is its purpose? The impact of administration, from

This Practice Note outlines: • the main corporation tax consequences when a UK incorporated company enters into an insolvent liquidation process, and • certain other tax considerations which arise during the course of the liquidation Liquidation is the process of concluding or winding up the affairs of a company prior to its dissolution. There are two distinct types of liquidations: one that applies to companies that are insolvent (ie where a company’s liabilities exceed its assets or it is unable to pay its debts as they fall due) and another for companies that are solvent. This Practice Note applies to insolvent liquidations, comprising: • creditors’ voluntary liquidations (CVLs) (despite the name, a CVL is initially commenced by a meeting of the board of directors and the company is placed into liquidation by the passing of a resolution of the members (not the creditors) of the insolvent company—creditors are unable to voluntarily wind up a company, but they can petition for a company’s compulsory liquidation), and • compulsory liquidations (a process of winding-up a company

This Checklist details the key direct and indirect tax issues that a corporate borrower within the charge to UK corporation tax (a UK corporate borrower) should consider both before entering into a loan and throughout the term of a loan. It is intended to be used as a Checklist for a tax adviser of a UK corporate borrower and includes a brief description of the relevant tax issues and provides space for the tax adviser to make notes. This Checklist assumes that: • the borrower is a company within the charge to UK corporation tax in respect of the loan, ie it is either a UK tax resident company or a non-UK tax resident company for which the loan is attributable to its UK permanent establishment (a UK PE) or attributable to the non-UK resident company's trade of dealing in or developing UK land, and • the borrower and the lender are unconnected parties acting at arm's length It applies both to UK corporate borrowers in a bilateral loan as well as in

This Checklist provides a template to use when evaluating a potential holding company jurisdiction from a tax perspective. It focuses on considerations relevant to the holding of wholly-owned corporate subsidiaries. Evaluating a holding company jurisdiction This Checklist needs to be targeted for application to the transaction at hand; taking an obvious example, the withholding regime on interest will not be relevant if no interest is expected to be paid. For a Practice Note explaining the general tax concerns and objectives summarised in this Checklist when considering the location of a holding company or intermediate holding company for an international business (or a division of an international business)

This Practice Note: • outlines the key UK tax issues that a company raising funds by way of a rights issue might wish to consider, and • unless stated otherwise, assumes that: ◦ the issuing company is a UK incorporated and tax resident company and, for VAT purposes, belongs in the UK ◦ the issuing company only offers new non-redeemable shares under the rights issue ◦ the shares to be issued under the rights issue are denominated in the same currency as the issuer's functional currency (ie the currency used by the issuing company to draw up its accounts)—where the issuer's functional currency differs from the currency in which the shares are denominated and provided specific conditions are satisfied, any gain or loss on a derivative contract entered into by the issuer to hedge its currency exchange rate risk is ignored for corporation tax purposes, and ◦ the underwriters belong in the UK for VAT purposes This Practice Note includes references to case

The sale of a company's business can be structured as either: • a sale of the business assets owned by the current owner, including goodwill (an asset sale), or • a sale of shares if the business is being carried on by a company (a share sale) The choice between an asset sale or a share sale is determined by tax and non-tax considerations. See Practice Note: Share sale or asset sale—tax considerations for an outline of the differing tax advantages and disadvantages applicable to each option. This Practice Note summarises the key tax considerations relevant to the sale of assets by a corporate seller to a corporate buyer where the parties are not connected and both are chargeable to UK corporation tax. In the case of a transfer of a business, special contractual provisions are included in the asset purchase agreement to ensure, so far as possible, that it is a transfer of a business rather than just a transfer of assets, for which see Precedent: Asset