This Flowchart sets out the steps to be taken on an application by a person who has been named in an order under section 91(14) of the Children Act 1989 (ChA 1989) who wishes to seek the court’s leave (permission) to make a specified application and the test the court should apply to an application for leave. To

This Flowchart explains how to make an application under section 91(14) of the Children Act 1989 (ChA 1989) for an order preventing an application of a specified kind being made with respect to the child concerned by any person named in the order without the leave (permission) of the court (a s 91(14) order). To

Offence of re-using company name without permission The Insolvency Act 1986 (IA 1986) restricts the re-use of a company name (for five years) where in the 12 months preceding insolvency, any director or shadow director of an insolvent company is involved in the successor company (see Who is caught by the restriction?). The director cannot be involved with a company which uses the same legal or trading name, or one similar as to suggest an association to the previous name, unless one of the exceptions applies (see Scope of restriction). Note that the restriction is on the individual, not the company, as there are many innocent or practical reasons companies will bear the same or a similar name. IA 1986, s 216 introduces a criminal offence for breaching this restriction, while section 217 seeks to overcome the financial incentives to abuse the insolvency regime by permitting creditors to seek to pierce the corporate veil and automatically making a director (or their accomplice) who breaches the restriction of section 216 jointly and

1 Sale contract—restriction on title 1.1 The Buyer covenants with the Seller not to dispose or deal in any way with the whole or any part or parts of the Property without first procuring that the person to whom the disposal is made has executed and delivered to the Seller a deed of covenant (in a form approved by the Seller in writing, such approval not to be unreasonably withheld or delayed) containing the same obligations and provisions on the part of the successors in title as those affecting the Buyer in paragraphs [insert number] of this Agreement. 1.2 The

This Practice Note provides an outline of the restrictions and other express terms that are typically included in a contract of employment to protect the interests of the employer and which apply during, rather than after, employment: restrictions on other business activities, preparing for competitive activity, and disclosure of confidential information during employment. The Practice Note also considers additional express terms that an employer may wish to include in the contract of employment: duty to act in the best interests of the employer, disclosure of breach by employee/others, approaches by other employers, and intention to resign. Finally, it outlines the enforceability of such restrictions. An employee will be under certain implied duties during employment. These will vary depending on the seniority of the employee and whether they are subject to a duty of fidelity or a more onerous fiduciary duty (see Practice Note: The duty of fidelity and fiduciary duties). However, the uncertain scope of these implied duties means that some employers choose to include in their contractual documentation express terms which restrict

Construction analysis: The Technology and Construction Court (TCC) found that a claimant, who was a purported assignee and beneficiary of a trust concerning the relevant claims, had no title to bring such claims as a consequence of contractual restrictions in a project management appointment.

This Practice Note sets out the circumstances in which the court may delay the pronouncement of a final order in divorce or dissolution proceedings issued on or after 6 April 2022, ie after the coming into force of the Divorce, Dissolution and Separation Act 2020 (DDSA 2020). It also looks at applications to prevent pronouncement of a final order in cases of religious marriages and when the court may stay an application for a conditional order to be made final under its inherent jurisdiction. While the relevant case law largely relates to the provisions of the Matrimonial Causes Act 1973 (MCA 1973), equivalent provisions on delaying a final order may be found at sections 39, 40 and 48 of the Civil Partnership Act 2004 (CPA 2004), save in relation to religious marriages for which there is no equivalent civil partnership provision. This Practice Note addresses the law and procedure in relation to applications issued on or after 6 April 2022, ie the date from which DDSA

General This Practice Note sets out the restrictions that a franchisor typically imposes on a franchisee in order to protect the franchisor’s business, including use of the franchisor’s confidential information, obligations not to compete with the franchisor’s business (restrictive covenants), no poaching provisions, severability and enforceability of restraints, and practical guidance on drafting restrictive covenants. It does not specifically consider competition law issues—see the Practice Notes referred to below for further information in that respect. The grant of franchises will typically involve a franchisor disclosing confidential information to: • actual and prospective franchisees (including unit franchisees, master franchisees and developers), and • employees and agents of the franchisees Such confidential information will include the method underlying the franchised concept and related know-how, etc. Misuse by a recipient, particularly in competition with the franchisor, could be very damaging to the franchisor’s business. The franchisor must, therefore, try to prevent recipients of such information from disclosing it for unauthorised purposes, including using it to compete with the franchisor’s business. Such restrictions must apply to franchisees and their

The Divorce, Dissolution and Separation Act 2020 (DDSA 2020) came into effect on 6 April 2022. Proceedings issued by the court on or after 6 April 2022 are subject to the provisions of DDSA 2020 and the changes to procedure under the amended Family Procedure Rules 2010 (FPR 2010), SI 2010/2955. For further information, see Practice Notes: Introduction to the Divorce, Dissolution and Separation Act 2020 and Restrictions on a conditional order being made final (post-DDSA 2020). Proceedings issued by the court on or before 5 April 2022 continue to progress under the pre-DDSA 2020 law, whether submitted on the digital system or via paper forms. Such applications have not been impacted by the coming into force of DDSA 2020, nor the consequential changes to procedure. This document covers the position for proceedings issued prior to 6 April 2022. Legislative changes have been made as a consequence of DDSA 2020, including to FPR 2010, Pt 7. To view a historic version of FPR 2010, Pt 7, and FPR 2010, Practice Direction

The protection of estate assets Where a company or an individual enters into a formal insolvency process, the insolvency office-holder has a duty to collect in and realise the estate's assets and distribute the proceeds in the statutory order for the benefit of the estate's creditors. However, inevitably, there will be insufficient assets to settle all creditor claims in full. Sometimes when directors of an insolvent company realise that the company has no hope of survival, they may remove assets from the company, either for themselves or to pay certain creditors who they may wish to do business with in the future, or to repay family members or connected parties that have lent money to the company. A similar situation may arise when an individual is facing bankruptcy and they dispose of their assets. A subsequently-appointed office-holder may be able to challenge such activity as an antecedent transaction (for example, as a transaction at an undervalue or preference) if it occurs prior

An assignment is the transfer of a right or an interest vested in one party (assignor) to another party (assignee), eg the transfer of the employer’s rights under a construction contract to the purchaser of the completed works. For the purposes of this Practice Note, the other party to the contract where the rights are being assigned is referred to as 'obligor'. For further information on what an assignment is, why it arises in a construction context, how it operates and what steps are needed to put in place effective assignments, see Practice Note: Assignment in construction contracts. See also Practice Note: Legal and equitable assignment in construction contracts for guidance on the different ways parties can give effect to an assignment in construction projects (either legally or in equity) and the requirements for each. Where a construction document, such as a building contract, collateral warranty or consultant appointment, is silent on the subject of assignment, then generally the rights under the contract can be freely and unilaterally assigned by an assignor

This Practice Note describes the anti-avoidance rules contained in Part 14 and Part 14A of the Corporation Tax Act 2010 (CTA 2010), which apply where there has been a change in a company’s ownership. In summary: • Part 14 of CTA 2010 (the Part 14 rules) contains anti-avoidance provisions designed to stop a profitable group from reducing its corporation tax liability by acquiring a company with accumulated losses (a loss-making company) and using losses to reduce its own taxable profits. This practice is sometimes known as loss-buying (although this should not be confused with the rules on buying capital losses, for which see Practice Note: Pre-entry capital losses), and • Part 14A of CTA 2010 extends that principle to unrealised expenses (ie those that have not yet been recognised for tax purposes). Broadly, the provisions prevent a profitable group from acquiring a company with unrealised expenses, which are ‘highly likely’ to be crystallised after the change in its ownership, in order to shelter its own profits. Part 14A contains two targeted anti-avoidance