This Practice Note considers the meaning of transfer of an undertaking, transfer of a business, and transfer of part of an undertaking or business, within the meaning of regulation 3(1)(a) of the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246. It examines the key elements of economic entity, retention of identity, ie whether the economic entity retains its identity after the transfer, organised grouping of resources, whether a single employee can be an undertaking, the need for stability, ie a stable economic entity, and illegal purposes. It also examines how to assess whether a relevant transfer takes place, transfers effected by a series of transactions, the date of transfer, share sales, intra-group transfers, the ‘going concern’ test (Spijkers), temporary cessation of activities, the transfer of part of a business or undertaking, fragmentation, the need for the undertaking to be situated in the United Kingdom (UK) and public administrative authorities. Relevant transfers under the Transfer of Undertakings (Protection of Employment) Regulations 2006, SI 2006/246 (TUPE 2006) are: • business transfers—involving the transfer of an undertaking or

FORTHCOMING CHANGE: This Practice Note reflects the current legislative position, however, note that certain elements will be impacted by the Digital Omnibus proposals published on 19 November 2025, pursuant to the EU Commission’s ‘simplification’ agenda. For more information, see Practice Note: EU Digital Omnibus—tracker. This Practice Note explains the lawful bases for processing personal data under the EU’s General Data Protection Regulation, Regulation (EU) 2016/679 (EU GDPR). It assumes a degree of knowledge about EU data protection law. For a general introduction to EU GDPR, including guidance on key data protection concepts and terminology, see Practice Note: The EU’s General Data Protection Regulation (EU GDPR) and the EU data protection law collection. Note that: • this Practice Note considers provisions under the EU GDPR applicable in EEA states at the supranational level only—refer to guidance from the relevant national data protection authorities and national laws regarding the approach that may be taken in any EEA jurisdiction • in certain circumstances the EU GDPR has extra-territorial reach which means that it may apply alongside

This Practice Note examines the territorial application, scope or reach of relevant applicable or mandatory law, ie how the courts and employment tribunals decide what statutory rights (if any) an employee who works abroad and/or has a foreign employer has. It has been updated to take account of the impact of Brexit and the end of the implementation period (IP) for the Withdrawal Agreement on IP completion day (11 pm on 31 December 2020) on this area of law. From 1 January 2021 to the end of 2023, there was no change in the law that affects the treatment of territorial scope of statutory employment rights by the UK courts, it being primarily a domestic matter. Further, the supremacy of EU law had been largely preserved by the European Union (Withdrawal) Act 2018 (EU(W)A 2018). However, from the end of 2023, section 3 of the Retained EU Law (Revocation and Reform) Act 2023 (REUL(RR)A 2023) provided for the abolition of the supremacy

This Agreement is made on [date] Parties 1 [insert name of customer company] a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert registered office] (Customer); and 2 [insert name of supplier company] a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert registered office] (Supplier), each of the Customer and Supplier being a party and together the Customer and Supplier are the parties. BACKGROUND (A) The Supplier is a supplier of[ IT products and services]. (B) The Customer has appointed the Supplier, subject to this Agreement, to supply Products and/or Services as set out in the Statements of Work. the parties agree: 1 Definitions and interpretation 1.1 In this Agreement: Acceptance • is as defined in clause 6.4; Acceptance Criteria • means (if any) the acceptance criteria set out in the Statement of Work or as otherwise agreed in writing between the parties; Acceptance Failure • is as defined in clause 6.5; Acceptance Testing Period • means the period set out in the Statement of Work (or otherwise agreed in writing between the parties). Otherwise, if no period is

The Standard Conditions of Sale (Fifth Edition—2018 Revision) (SCS) are a set of standard conditions which form the basis of the majority of contracts for the sale and purchase of residential property in England and Wales. For transactions involving commercial or mixed-use property, the Standard Commercial Property Conditions (Third Edition—2018 Revision) (SCPC) are more appropriate. The SCS were originally published on 1 April 2011 in conjunction with the launch of the Law Society’s Conveyancing Protocol (the Protocol). Where the Protocol is adopted in relation to a particular conveyancing transaction, the parties must use the current edition of the SCS (and step 13 of the Protocol states that special conditions should only be included if they are absolutely necessary for the purposes of the transaction). Use of the Protocol is mandatory for solicitors who are accredited under the Conveyancing Quality Scheme. For further commentary on the Protocol, see Practice Note: The Law Society’s Conveyancing Protocol. The 2018 revision of the SCS was introduced in March 2018. Condition

This Practice Note outlines the issues that arise in relation to giving, or seeking, an employment reference (ie a reference concerning the employee’s employment history) in respect of an existing, former or prospective employee. The employer may also be asked to provide a financial reference for an employee, eg in relation to a mortgage application. Such a reference typically involves the provision of brief, factual details, such as dates of employment, remuneration and the extent to which the employment is permanent. This Practice Note is concerned only with employment references. For an overview of the practical issues to consider when requesting or providing a reference, see: Checklist for references. Acas has produced guidance on job references, including: • when an employer must give a reference • what employers can say in a reference • what an individual can do if they cannot get a reference • what an individual can do if they get a bad reference The Information Commission’s Office (ICO) draft guidance on recruitment and selection is under review for changes made by the Data

This Agreement is made on [date] Parties 1 [insert name of supplier][ of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (Supplier); and 2 [insert name of customer][ of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (Customer) (each of the Supplier and the Customer being a party and together the Supplier and the Customer are the parties). Background (A) The Supplier conducts the business of supplying warehousing and transport services. (B) The Customer conducts the business of [insert description]. (C) The parties have agreed that the Supplier shall supply warehousing and transport services to the Customer on the terms set out in this Agreement. The parties agree: 1 Definitions and interpretation 1.1 In this Agreement: Adequate Procedures • shall be construed in accordance with BA 2010 and guidance published under it; Affiliate • means any entity that directly or indirectly Controls, is Controlled by, or is under common Control with, another entity; Assigned Employees • has the meaning given in paragraph 6.1.1 of Schedule 5; Associated With • when used in: (a) paragraph 1 of Schedule

This week's edition of Arbitration weekly highlights includes: coverage of arbitration-related decisions from India, France, Singapore, Russia and the USA; updates from UNCITRAL, LCIA, ICC, the Peoples Republic of China’s MOJ, and of the Arbitration Bill being presented to the House of Commons. All this, and more in our weekly highlights.

This Practice Note describes the UK regulatory regime for insurance-linked securities (ILS). It explains what ILS are and covers the requirements under: (1) the Prudential Regulation Authority (PRA) Rulebook for Insurance Special Purpose Vehicles (ISPVs); (2) Section 284 of the Financial Services and Markets Act 2000 (FSMA 2000); (3) the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001, SI 2001/544 (RAO); (4) the Risk Transformation Regulations 2017, SI 2017/1212 (RTRs); and (5) the Risk Transformation (Tax) Regulations 2017, SI 2017/1271 (RTRs Tax). What are insurance-linked securities? ILS are a form of risk management for insurance and reinsurance firms. Insurers routinely manage their exposure to risk by entering into an arrangement in which: • the insurer retains its direct liability to its policy holders, but • another firm ◦ receives amounts corresponding to part of the premium paid by policy holders to the insurer, and ◦ is liable to pay amounts to the insurer which correspond to an agreed proportion of losses incurred by the insurer This is also referred

This week’s edition of Public Law weekly highlights includes a hand-picked summary of news analysis, legal updates and case law from the world of Public Law. These highlights include the latest updates on Brexit, public procurement, equality and human rights, constitutional and administrative law, information law, judicial review and subsidy control. This edition features further UK-EU work on implementing the Windsor Framework, long-awaited ICO guidance on the public interest test following the Supreme Court’s ruling in Department for Business and Trade v Information Commissioner, analysis of Involve v DWP on re-moderation, causation and conflicts management in public procurement as well as the Supreme Court ruling in R (Quaye) v Secretary of State for Justice on the ECHR compatibility of minimum term review restrictions. This edition also features the ECtHR ruling in Stanton and Bowen v UK, which found that delays in releasing prisoners following Parole Board directions did not breach Article 5 of the ECHR, plus further updates.

THIS PRACTICE NOTE APPLIES IN RELATION TO OCCUPATIONAL PENSION SCHEMES This Practice Note contains references to case law of the Court of Justice of the European Union (CJEU). For guidance on whether EU judgments are binding on UK courts, see Practice Note: Assimilated law—Assimilated case law. VAT basics The Value Added Tax (VAT) system in the UK, which was derived from European law, is mainly set out in the Value Added Tax Act 1994 (VATA 1994). VAT is a tax on customer expenditure. A business that is registered for VAT is liable to pay across VAT to HMRC on the value of supplies of goods and services made by it, and so adds VAT onto the price it charges customers for those supplies. Such a business can claim credit for VAT it pays on goods and services used by it. The VAT that the business adds onto its prices is known as 'output tax' and the VAT it can reclaim on its purchases is known as 'input tax'. VAT only applies to 'taxable

ARCHIVED: This Practice Note has been archived and is not maintained. The UK public procurement regime derives from EU procurement laws and is therefore impacted by Brexit. As of 31 January 2020 (exit day), the UK ceased to be an EU Member State and its relationship with the EU became subject to the Withdrawal Agreement, which came into effect on 1 February 2020 (see below). For background analysis, see: Exit day—the practice area/sector view. The Withdrawal Agreement contains transitional arrangements, which provided for a transition period (referred to in the UK implementing legislation as the implementation period), which ran from exit day until 31 December 2020 (IP completion day). During this period, the UK continued to be treated as a Member State for many purposes, including public procurement. As a third country, the UK can no longer participate in the EU’s political institutions, agencies, offices, bodies and governance structures (except to the limited extent agreed), but during transition, the UK continued to adhere to EU law and submit to the continuing jurisdiction