This Practice Note sets out the key environmental and health and safety (EHS) issues to consider in a share purchase transaction. The following questions can be used as a checklist by the seller’s solicitors preparing the data room, or by the buyer’s lawyers advising their client whether the EHS documents in the data room are sufficient for the type of business. See Practice Notes: Environmental due diligence—share purchase and Environmental issues when selling a company or business. Contaminated land In share purchase transactions the buyer will inherit responsibility for land contamination or water pollution caused or knowingly permitted by the target which is present at or has migrated from the current properties or previous properties, spills caused by the target on third-party land, for example, tanker accidents and land contamination or water pollution at current properties as a Class B owner or occupier. The buyer will need to assess the potential liabilities and remediation costs associated with land contamination and water pollution. This might require a phase 1 environmental audit or

The share purchase agreement (SPA) will typically be drafted during the preliminary or due diligence phase and finalised during this phase. The buyer's lawyers will usually prepare the first draft of the SPA and submit it to the seller's lawyers for a mark-up. Negotiations can extend right up to the date of signing of the SPA. The seller’s lawyers will prepare the disclosure letter, which is negotiated

Acting for a seller The Precedent: Environment health and safety (EHS) warranties—share purchase agreement—seller’s version contains a minimal set of EHS warranties for use when acting for a seller. The definitions are wide and no warranties are given in respect of contaminated land. The warranties are restricted to the following key issues: • environmental permits • compliance with EHS law • claims and litigation Practitioner tip There are several other warranties in the share purchase agreement (SPA) that can potentially relate to EHS matters—in particular: • the general warranties on compliance, licences and litigation • property warranties (asbestos in buildings, neighbour disputes, land condition and flooding) • employee warranties relating to health & safety claims The

The first UK-EU summit held on 19 May 2025 resulted in the agreement of a ‘new strategic partnership’ building on the Withdrawal Agreement and the Trade and Cooperation Agreement. Its key elements are a commitment to work toward a Sanitary and Phytosanitary (SPS) Agreement, an agreement on UK participation in the EU internal electricity market, and an agreement linking the UK and EU emissions trading schemes (ETSs). In addition, a new Security and Defence Partnership was agreed. There will be annual summits going forward.

The Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023) received Royal Assent on 26 October 2023. It is intended to strengthen the UK’s fight against economic crime. One of the most significant elements of the ECCTA 2023 for commercial organisations is the expansion of corporate criminal liability for the actions of senior managers.

The LexisNexis UK Corporate Crime practical guidance team has published a new subtopic bringing together all Corporate Crime ‘how to’ guides in one place. This new subtopic houses a suite of concise, practical resources designed to support corporate crime lawyers with key tasks, from planning and conducting internal investigations and managing bail applications to handling confiscation proceedings, environmental crime and fraud risk.

The LexisNexis Restructuring & Insolvency and Dispute Resolution practical guidance teams have published the following series of 11 short Practice Notes, by Tanya Lansky and Tets Ishikawa, Managing Directors of LionFish Litigation Finance Ltd, aiming to provide for those involved in negotiating and considering litigation funding agreements (LFAs) and their associated documents a better understanding of the factors at play:

Law360: A second defined benefit superfund could enter the pensions risk transfer market in 2025, Lane Clark & Peacock LLP (LCP) noted on 2 January 2025 as it predicted another bumper year ahead for transactions.

Please ensure all relevant details about the new supplier are provided. This will enable payments to be made correctly and ensures contact details are available to promote resolution of any issues regarding the product or service that has been contracted for. 1 General supplier information Company registered name [Insert registered name] Company trading name [Insert trading name] Company

The Home Office has published seven videos to help people on various aspects of eVisas, which have replaced hard copy immigration documents from 31 December 2024. These cover: What is an eVisa, How to create a UKVI account and access your eVisa, How to update your UKVI account details, How to recover your UKVI account, How to view and prove your online immigration status, and How to travel with your eVisa.

The government has announced that a new cross-government task force has been set up to prevent extremists intent on promoting extreme ideologies from entering the UK. The taskforce spans expertise from the Home Office, Foreign Commonwealth and Development Office and the Department for Levelling Up, Housing and Communities. It will identify prominent extremists overseas who could pose a risk to public safety in the UK. Hate preachers and extremists will be automatically referred to the Home Office for immigration action, including the cancellation or refusal of visas, should they attempt to travel to the UK. UK-based organisations attempting to sponsor visas for dangerous individuals may also face having their sponsorship licence revoked. To protect the public from extremists already in the country, a new dedicated reporting route will be launched across the Prevent network to report overseas nationals spreading hate in communities to the Home Office, potentially having them removed from the country.

Life Sciences analysis: On 8 December 2025, the UK Law Commission published its Terms of Reference (ToR) for its product liability law review, providing some further insight into the project. As we anticipated earlier in the year, the scope of the project is broad and the trend may well be towards a more claimant-friendly regime, as in the EU. The Life Sciences team at Freshfields LLP considers the issues.