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NEWS
Arbitration analysis: The Singapore International Commercial Court (SICC) granted an anti-suit injunction (ASI) to restrain foreign proceedings seeking to challenge a decision by an arbitral tribunal. The seat of the arbitration was Singapore, and the Singapore courts had exclusive jurisdiction to determine any such challenge. The court summarised the principles applicable to the issue of ASIs and concluded that the requirements for an ASI were met and there was no good reason not to grant it. Although the defendant was linked to a foreign government, it did not enjoy sovereign immunity because it was a ‘separate entity’ and the contract was a ‘commercial transaction’. Written by Rob Palmer, partner, Shi Jin Chia, senior associate, and Hugo Petit, associate, at Hogan Lovells.
PRECEDENTS
[TO BE TYPED ON COMPANY HEADED PAPER] [insert date] [insert name of employee] [insert address] Dear [insert name] The [insert name of company] Bonus Scheme I am delighted to notify you that you have been selected to participate in the [insert name of company] Bonus Scheme (the ‘Scheme’). Under the Scheme, you will be eligible to receive a bonus payment which is linked to the profits of [insert name of company] (the ‘Company’) for the 12-month period ending [insert date] (the ‘Bonus Year’). The circumstances in which any bonus may be paid to you are set out in the Schedule to this letter (the ‘Schedule’). After the end of the Bonus Year, the Board of the Company will determine that a proportion of the Company’s profits for the Bonus Year will be allocated in paying bonuses to Scheme participants who have remained employees of the group (and are not on notice of cessation of employment). Each of these participants will then be notified of the value of their resulting bonus, which will be calculated as a percentage
PRECEDENTS
Click for the Precedent Insurance analysis spreadsheet. This Precedent Insurance analysis spreadsheet is intended for law firms and is presented in Excel. It can be used to compare insurance products offered by a range of providers, taking account of factors such as the cost of the premium, nature and level of cover provided, relevant exclusions and omissions. It has been populated with two sample entries, which should be deleted. As a general rule, law firms are not permitted to engage directly in insurance distribution activities, unless they are licensed by the FCA. However, law firms are permitted to engage in insurance distribution activities in the capacity of an ancillary insurance intermediary. This is most likely to be relevant to law firms engaging in conveyancing, personal injury or private client work,
PRACTICE NOTES
FORTHCOMING CHANGE: On 23 June 2026, the Department for Business and Trade (now the Department for Business, Innovation, Science and Trade) published the outcome to the consultation Make Work Pay: protection from detriments for taking industrial action. According to the response, the government will introduce regulations prohibiting all detriments imposed on workers for the sole or main purpose of penalising, preventing or deterring them from taking industrial action. The regulations also add claims under section 236A of the Trade Union and Labour Relations (Consolidation) Act 1992 (TULR(C)A 1992) to TULR(C)A 1992, Sch 2, enabling employment tribunals to adjust compensation awards by up to 25% where there has been an unreasonable failure to follow the Acas Code of Practice on Disciplinary and Grievance Procedures. The draft Protection Against Detriment (Industrial Action) Regulations 2026 were published on 25 June 2026 and are set to come into force on 30 October 2026. For further information, see News Analysis: Government opts to prohibit all detriments for taking industrial action. This Practice Note will be updated in due course. The
NEWS
Arbitration analysis: Failure of assignment of right to arbitrate, award set aside. There is no presumption in English law that transfers by operation of law are exempt from clauses prohibiting the assignment of rights. The relevant distinction is whether, when properly analysed, the transfer of rights is truly voluntary or involuntary. A transfer that is given effect by operation of law may be the culmination of a series of purely voluntary acts within the control of the assignor. In such cases, the transfer may have the ‘taint of voluntariness’ and may be caught by a non-assignment clause and invalidated. For those reasons, the Commercial Court held that Mitsui Insurance Co (‘Mitsui’) had not acquired any rights to bring an arbitration claim under a contract between its insured Mitsui Butsan Aerospace (‘MBA’) and Dassault Aviation (‘Dassault’). Written by Lucy Pert, partner, and Jeremy Collins, senior associate, at Hausfeld.
Q&As
This Q&A is referring to the amendments to the National Minimum Wage Regulations 2015 (NMW Regs 2015), SI 2015/621, reg 21 made by the National Minimum Wage (Amendment) (No 2) Regulations 2020, SI 2020/339 with effect from 6 April 2020. The effect of NMW Regs 2015, SI 2015/621, reg 21 is explained in some detail in the section of Practice Note: National minimum wage entitled Salaried hours work. Conditions for salaried work Under NMW Regs 2015, SI 2015/621, reg 21, salaried hours is work which is done under a worker's contract and meets all of the following conditions: • the worker is contractually entitled to be paid an annual salary (or an annual salary and one or both of a performance bonus and a salary premium)
Q&As
It is commonly the case that a commercial lease will contain a provision requiring the tenant to keep the premises in a good state of repair, or to put the premises into the state of repair that they were in at the time of the tenancy, or some other formulation. A lease is, fundamentally, a contract agreed between landlord and tenant, subject to various statutory interventions, but it is open to the parties broadly speaking to agree such terms as they choose in respect of the standard of repair of premises. A reversionary lease is a lease which takes effect immediately upon the expiry of the term of an earlier lease. There are various reasons why
Q&As
Shares that are bought back (other than by a private limited company for the purposes of or pursuant to an employees' share scheme) must be paid for on purchase pursuant to section 691 of the Companies Act 2006 (CA 2006). See Q&A: Can a share buyback agreement provide for an upward adjustment in the consideration paid for shares in a private limited company following completion of a share buyback?, which references a number of aspects of this Q&A in relation to buybacks and deferred consideration. Whether or not an income payment/bonus to an (employee) shareholder can be construed as deferred consideration in the context of a buyback will be a question of fact. The buyback contract should be examined so as to ascertain the value of the shares purchased and the method/timing of payment. As noted in the Q&A, although shares that
Q&As
This Q&A assumes that there are only two shareholders in the company and that there are voting rights attached to both the A ordinary shares and the B ordinary shares A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. Under CA 2006, s 693, a limited company may only carry out an off-market share buyback (that is not for the purposes of, or pursuant to, an employees' share scheme) pursuant to a contract that is approved in accordance with CA 2006, s 694, before the share buyback takes place. An ordinary resolution of a company’s shareholders is required to approve a share buyback
Q&As
A ‘genuine’ agency relationship will fall outside the scope of Article 101(1) of the Treaty on the Functioning of the European Union (TFEU) and the Chapter 1 prohibition of the UK Competition Act 1998. Each jurisdiction now benefits from its own block exemption for vertical agreements: • UK—The Competition Act 1998 (Vertical Agreements Block Exemption) Order 2022 (UK VABEO) • EU—Commission Regulation (EU) No 2022/720, the Vertical Block Exemption Regulation (EU VBER) A genuine agent for the purposes of UK and EU competition law occurs where: • the property does not vest in the agent/the agent does not supply the contract services itself, and • the agent does not bear any (or bears only insignificant) commercial or financial risk A genuine agent working for the benefit of a principal ‘may…be treated as an auxiliary organ forming an integral part of the latter’s undertaking, who must carry out his principal’s instructions and
Q&As
The starting point is that the contract will be enforced in accordance with the version signed by the parties, ie with the errors still contained within it. However, the precise effect of the errata will vary on a clause-by-clause basis. If the error in the original version leads to an ambiguity or inconsistency then, pursuant to clause 1.5, the Engineer (or, in the case of the Silver Book, the Employer) can issue a clarification or instruction to address the ambiguity or inconsistency on the basis of the errata. In the alternative, depending on the nature of the error which is corrected by the errata, a claim could be made for rectification by construction. The locus classicus for the principle of rectification by construction can be found in East v Pantiles and, in particular, the judgment of Lord Justice Brightman where he said as follows: ‘It is clear on the authorities that a mistake in a written instrument can,
Q&As
This Q&A assumes that the term ‘nominations agreement’refers to a land-linked deed connected to a particular site or affordable units (often alongside a section 106 package) giving the council nomination rights to those units and/or imposing related obligations (rather than an operational local authority or registered provider agreement about nomination rights to vacancies across the provider’s stock). This question concerns the interplay between the Local Government (Miscellaneous Provisions) Act 1982 (LG(MP)A 1982) and the Local Land Charges Act 1975 (LLCA 1975). Generally, if A enters into a covenant with B affecting the use of land, it is enforceable as a matter of privity of contract. As soon as either A or B transfers the interest held in the land, as between the respective landowners that privity no longer exists. The starting point is that the burden of a positive covenant will not usually run (Rhone and another v Stephens [1994]