Redundancy is one of five ways in which an employment contract may be terminated unilaterally by an employer where such termination will be potentially a fair dismissal. The other four potentially fair reasons for dismissal are: • the employee is not capable of performing the job • the employee’s conduct is incompatible with continued employment • the employee cannot continue in the job without contravention of a legal restriction, or • the residual category of ‘some other substantial reason’ Section 309 of the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003) provides that ‘no liability to income tax in respect of employment income other than earnings arises by virtue of a redundancy payment or an approved contractual payment, except where it does so by virtue of Chapter 3 of Part 6 (payments and benefits on termination of employment etc)’. In other words, statutory redundancy payments, and contractual payments made under section 157 of the Employment Rights Act 1996 (ERA 1996) (where trade unions and employers agree that a contractual scheme

This Practice Note provides a list of sample questions that can be used in a corporate transaction due diligence exercise to identify and prompt disclosure of any competition law issues affecting the business being acquired and to request relevant documents. In the sample questions listed below, [seller] includes its corporate group and references to the activities of [business] are to the activities of the target group, including all subsidiaries and business units being acquired. It may be necessary to tailor the wording to reflect the actual entities and businesses being acquired and the nature of the corporate transaction. Note—requests for documents and information should be read subject to applicable legal privilege, confidentiality and statutory disclosure restrictions. Sample questions • Please provide details and copies of any contract, practice or arrangement of the [seller] in relation to the [business] which infringes or falls within the scope of Article 101 TFEU, the Chapter I prohibition of the Competition Act 1998 or any equivalent competition law worldwide, and details of any unilateral conduct of the [business] which infringes or falls within

Meaning of ‘non-executive director’ The general definition of ‘director’ is not exhaustive. The Companies Act 2006 (CA 2006) provides that the term director includes any person occupying the position of director, by whatever name called. Thus, it includes both executive and non-executive directors (NEDs). Executive directors are generally authorised, either by the company’s constitution or by devolved authority from the board, to carry out the day-to-day operation of the company. As such they usually have a full time service contract. NEDs generally: • have no executive authority • play a critical part in the corporate governance of the company, and • are not employees of the company There are various complications relating to the provision of shares to NEDs. This Practice Note looks at the issues which should be considered when providing shares or share-based reward to NEDs, including: • the potential effect on the independent status of the NED • the share dealing provisions of Assimilated Regulation (EU) 596/2014 for the UK, Market Abuse Regulation (Regulation (EU) 596/2014 previously and for the EU) • authorisation

This Checklist aims to provide practitioners with a route map through the issues that may arise and require consideration when dealing with foreign law in a dispute. In the form of a table, it examines some initial foreign law considerations for practitioners and then goes on to consider issues of foreign law which may arise during and after proceedings. Initial considerations Consideration Guidance Further information What is the definition of foreign law? Foreign law is regarded as the law of any country which is not the law of England and Wales. Note, whether Scotland and Ireland may be considered foreign law is dependent on the court in which proceedings are taking place. Foreign law—a guide for dispute resolution practitioners, specifically main section: What is foreign law? When will foreign law be relevant? When foreign law is relevant to a dispute will vary from case to case. Factors to watch out for may include:—references to foreign law in a contract—location of the dispute—location of event which gave rise to the dispute Foreign law—a guide for dispute

This Practice Note considers the procedure of an arbitration conducted pursuant to the United Nations Commission on International Trade Law Arbitration Rules (the UNCITRAL Rules). For an introduction to the UNCITRAL Rules, see Practice Note: UNCITRAL Rules—background and introduction. The UNCITRAL Rules are intended to offer a flexible ad hoc solution to parties wishing to use arbitration as a dispute resolution mechanism and can be adapted and tailored to the specific needs of the parties. In this sense 'procedure' under the UNCITRAL Rules will always be unique depending on the particular needs of the parties and the discretion of the arbitral tribunal in place. However, some general rules do apply which are examined below. UNCITRAL model arbitration clause The UNCITRAL Rules provide that where parties agree to refer their dispute to UNCITRAL arbitration, it will be decided in accordance with the UNCITRAL Rules (UNCITRAL Rules, Article 1(1)). A model UNCITRAL arbitration clause is annexed to the UNCITRAL Rules and reads as follows: ‘Any dispute, controversy or claim arising out of or relating to this contract, or the breach, termination or invalidity

There are a number of different types of director. The definition of director in the Companies Act 2006 (CA 2006) is not exhaustive; CA 2006, s 250 broadly defines a director as 'any person occupying the position of director, by whatever name called'. Accordingly, in order to determine whether a person is a director, it may be necessary to examine the function of the person, the company's articles of association (and any other constitutional documents) and the terms of any contract between the person and the company. Within the definition of director, case law has established that there are two categories of director: de jure and de facto directors. A de jure director is a person that has been validly appointed as a director in accordance with the company's articles of association and CA 2006, whereas, a de facto director is a person that has not been formally appointed as a director, because the procedural or formal requirements set out in the company’s articles have not been followed or satisfied, but the person undertakes

These guidelines set out some practical suggestions and guidance for when you are working from home. Please also refer to our separate Homeworking policy. Keeping in touch We strongly encourage all our staff to keep in regular contact with homeworkers, and in particular for managers and the staff they manage to catch-up regularly. The method of contact should be by agreement between the parties, eg by email, video call and/or telephone. We encourage you to make use of [[insert details of any company-provided messaging software, eg Microsoft Teams] OR available technology] to carry out face-to-face video-based calls where possible. Each party is responsible for maintaining contact with the other. Reporting sickness or injury Homeworkers must follow our normal sickness absence reporting procedures. See our [insert eg, sickness and attendance policy]. If you experience any problems relating to health and safety whilst working at home, then this must be reported to your line manager as soon as possible, including if an accident occurs, or you contract an illness or sustain an injury. Setting up your workstation If you are permanently based at home, this will

[Insert in para 6.1 of claim form ET3:] 1 It is [admitted OR denied] that the Claimant works as [insert details, eg a legal secretary] and it is [admitted OR denied] that the First Respondent is a temporary work agency. The Second Respondent has no knowledge of the nature of the Claimant's contract with the First Respondent and makes no admissions in that respect. It is [admitted OR denied] that there was an agreement between the First Respondent and Second Respondent for the Claimant to provide [insert details, eg legal secretarial] services to the Second Respondent. 2 It is denied that the Second Respondent acted in breach of the Agency Workers Regulations 2010, as alleged or at all. [Insert the Respondent’s response to the Claimant’s account of the circumstances said to give rise to the claim, eg what happened, when and who was involved. Sample text is provided at paragraphs 3 to 7 below.] 3 It is admitted that the Claimant commenced working on [insert date]. She underwent an induction process on [insert date], as part of which she

[Insert in para 8.2 of claim form ET1:] 1 The Claimant has been employed by the Respondent as an [insert role] [at the Respondent’s premises at [insert address]] since [insert date]. [ Relevant contractual terms and policies [Insert details of any relevant contractual terms, policies or practices. Sample text is provided a paragraphs 2 and 3 below.] 2 The Claimant was entitled under the terms of his contract of employment to gym membership. 3 It was the Respondent’s general practice to inform all employees by email of relevant vacancies. Employees absent on sick leave, maternity leave or sabbatical leave were also informed by email to both their work and personal email addresses. Entitlement to take shared parental leave 4 The Claimant’s partner is employed by [insert name of employer] and has been so employed continuously since [insert date]. The Claimant’s partner has been earning £[insert amount] per week throughout the period of her employment with [insert name of employer]. 5 On [insert date], the Claimant’s partner gave birth to a baby[ of whom the Claimant is the father]. Apart from the Claimant’s partner, the Claimant has the main responsibility for the

[Insert in para 6.1 of response form ET3:] 1 It is [accepted OR denied OR that the Claimant is a [woman OR man] employed by the Respondent at its [insert details, eg establishment/ store/ offices] at [insert address]. [The Claimant is [insert details, eg different job title or different site to that claimed].] It is accepted OR denied] that the Respondent is a [insert details, eg national supermarket chain’]. [The Respondent is [insert details, eg different description to that claimed].] 2 The Respondent denies that there was a breach of the sex equality clause, as alleged or at all. 3 [[Insert details of any jurisdictional defences.]] 4 It is [admitted OR denied] that the Claimant’s contract of employment included terms that [insert details of relevant terms, eg pay of £12.50 per hour and 28 days of paid annual leave]. [The Claimant’s contractual terms instead state [insert details of relevant terms, eg pay of £13.50 per hour].] 5 It is accepted that [insert name of comparator] is [insert details, eg a man employed by the Respondent at the same store]. [However, it is denied that [insert details,

This Precedent is a governing law clause, sometimes known as an applicable law clause or a choice of law clause. The governing law clause is categorised as one of the boilerplate clauses of an agreement. It allows the parties to specify the substantive law that will apply to the interpretation of an agreement and, in the event of a dispute, in relation to it. A governing law clause does not make provision as to how such disputes are to be resolved. Merely choosing Irish law as the proper law of the agreement does not automatically operate as a submission to the jurisdiction of the Irish courts. It is important to note that governing law and jurisdiction are separate issues. For further information on jurisdiction clauses, see Precedent: Ireland—Jurisdiction clause. It is important that a governing law clause is considered, particularly if the contract in question has an international element. An applicable law clause should make provision for a national system of law to be applied to determine the dispute between the parties. Generally, the parties

This Practice Note examines reasons for an employer to issue an employee handbook or employee manual (staff handbook, staff manual or company policy manual). It covers contents, reasonably accessible terms, disciplinary and grievance rules, holiday pay, sickness absence and pay, contractual policies, non-contractual policies, rules, procedures, intranet, gender neutrality, contractual force, whether terms are apt for incorporation, permanent health (PHI) and other insurance, and making changes or amendments. It includes details of the Lexis®Smart Precedent employee handbook and other relevant documents. Certain aspects of the employment and worker relationship have to be covered by a written statement of particulars of employment that is given to the employee or worker (see Practice Note: Written statements of employment particulars). The particulars are often included in the employee's contract of employment. Other terms must be put in writing, but only need to be 'reasonably accessible' to the employee. The employer can choose whether to have them as separate documents, or as a group of policy documents, or to put them into an employee handbook. They are terms relating to: