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PRACTICE NOTES
There is a growing recognition that businesses have a duty to respect human rights to the extent that they are connected to their operations, their supply chain and the communities in which they operate. In addition, there is growing acceptance that effective risk management requires an understanding of a business’ human rights impacts, including the management of associated legal risks. Increasingly this means that business lawyers need to take human rights into account in their advice and services. The International Bill of Human Rights, coupled with the eight International Labour Organization (ILO) core conventions as set out in the Declaration on Fundamental Principles and Rights at Work, are the benchmarks against which the human rights impacts of business enterprises have traditionally been assessed. The responsibility of business enterprises to respect human rights is distinct from issues of legal liability and enforcement, which remain defined largely by national law provisions in relevant jurisdictions. Business enterprises should, however, be aware of the UN Guiding Principles on Business and Human Rights (UNGPs). For
PRACTICE NOTES
It is increasingly acknowledged that human rights are not just a concern for nation states and international organisations. Business organisations operate around the world with increasingly complex structures and supply chains. Their operations can have a number of impacts, good and bad, on human rights. This has led to the development of a number of international initiatives aimed at increasing business awareness of, and respect for, human rights, chiefly the United Nations Guiding Principles on Business and Human Rights (UNGPs). As business organisations, law firms have a responsibility to respect human rights as set out in the UNGPs. Implementing the corporate responsibility to respect human rights can, however, be perceived as difficult to balance with lawyer-client relationships. This Practice Note sets out key issues for law firms when considering their business and human rights responsibilities in relation to their own business and supply chain and issues arising from client relationships. It also offers practical suggestions for implementing human rights policies and procedures within a law firm. This Practice Note should be read in
PRACTICE NOTES
Business angels A business angel or angel investor is a high net worth individual who invests in early-stage high growth private companies with little or no operating history, either alone or in a group known as a network or syndicate. Business angels fill the equity finance gap between start-up and seed capital (usually from founders and ‘family and friends’) and venture capital. Businesses that seek business angel investment typically need between £10,000 and £500,000 (sometimes significantly more) however funding from traditional sources is not generally available. Banks usually require substantial assets for security purposes and venture capital funds, whilst also focussing on similar stage high-growth companies, tend to invest much larger amounts in third or subsequent investment rounds. For further information on the types of investment and investors in a private equity context, see Practice Note: Private equity investment—firms and funds. An advantage for a company attracting investment from a business angel is that the investor will often bring much more to the business than just finance, in that many will have substantial business experience in the relevant
GLOSSARY
A capital gains tax (CGT) relief which reduces the rate of CGT on the sale of certain business assets down to 10%.
GLOSSARY
BADR, which was called entrepreneurs' relief for tax years prior to 2020–21, is a capital gains tax (CGT) relief designed to encourage individuals to set up and expand their own businesses. Provided that the conditions are satisfied, the effect of the relief is to reduce the rate of CGT on the sale of certain business assets to 10%. The relief applies to individuals, whether operating as sole traders or in partnership or through a corporate vehicle. It also applies where the business assets are held by the trustees of a settlement. Companies are not eligible for BADR. BADR applies to 'qualifying business disposals', of which there are three main categories.
PRACTICE NOTES
Business asset disposal relief Business asset disposal relief (BADR) is a capital gains tax (CGT) relief designed to encourage individuals to set up and expand their own businesses. Provided that the conditions are satisfied, the effect of the relief in respect of disposals made on or after 6 April 2026 is to reduce the rate of CGT on the sale of certain business assets to 18%. Before 6 April 2025, the rate of CGT that applied when BADR was available was 10%, but this was increased to 14% with effect from 6 April 2025 by the Finance Act 2025, which also legislated that the rate would be further increased to 18% for disposals made on or after 6 April 2026. BADR potentially applies to individuals, whether operating as sole traders or in partnership, or when disposing of shares in or securities of a company. It also potentially applies where the business assets are held by the trustees of a settlement. Companies are not eligible for BADR in respect of chargeable
PRACTICE NOTES
Background and main requirements for the relief Business asset disposal relief (BADR) is available in respect of shares in trading companies and the holding companies of trading groups provided the conditions in sections 169H–169SH of the Taxation of Chargeable Gains Act 1992 (TCGA 1992) are satisfied. In respect of disposals made on or after 6 April 2026, BADR results in a capital gains tax (CGT) rate of 18% on lifetime chargeable gains up to a statutory limit. This limit was reduced from £10m to £1m in relation to qualifying disposals made on or after 11 March 2020, under legislation introduced in the Finance Act 2020. Before 6 April 2025, the rate of CGT that applied when BADR was available was 10%, but this was increased to 14% with effect from 6 April 2025 by the Finance Act 2025, which also legislated that the rate would be further increased to 18% for disposals made on or after 6 April 2026. In basic terms, an individual holding shares in a company qualifies for
PRECEDENTS
This Precedent Business asset register can be used to record the assets an organisation owns, eg land, buildings, office equipment, manufacturing equipment, software, information, people, intellectual property etc. Please click for an Excel version of this register. Please note that this register has been prepared in Excel and it therefore cannot be downloaded to Word. A business asset register will help an organisation: • formulate short- and long-term plans, eg assets can be monitored so you can plan and budget for
PRECEDENTS
1 Executive summary [Insert a brief summary of the main recommendations within the document.] 2 What is the business need? [Insert details of what performance changes are needed to meet the business needs.] [Insert details of how these performance changes can be best met by training.] 3 What external factors are affecting the firm? [Insert
PRACTICE NOTES
It is important for a business to have appropriate measures in place to ensure that it can continue to operate in the event of a disruption or disaster. In the vast majority of outsourcing arrangements, the customer is transferring the responsibility for the operation of significant parts of its business to a third party supplier for them to run on its behalf. Such transfer will include responsibility for ensuring continuity and recovery of the business. This is the purpose of the business continuity and disaster recovery (BCDR) provisions of an outsourcing agreement. This Practice Note considers the following legal and commercial aspects of BCDR in outsourcing: • What is business continuity and disaster recovery? • Drafting the BCDR provisions • BCDR governance • Financial services • Civil Contingencies Act 2004 (CCA 2004) For example BCDR provisions, see clause 21 and Schedule 21 of Precedent: Outsourcing agreement—long form and Precedent: Business continuity clause. Template agreements dealing solely with the provision of business continuity services are also available, see Precedents: Business continuity services agreement—pro-customer and Business
PRECEDENTS
Business Continuity Event means an event (whether a natural or man-made phenomenon or occurrence) which interrupts the normal business activities, including business functions, operations, or processes of the Customer, (whether anticipated or unanticipated) and which prevents or delays a party from performing its obligations to third parties or receiving the full benefit of the provision of the services in accordance with the provisions of this Agreement. Definition—Business Continuity Plan Business Continuity Plan means a written document prepared in accordance with clause 1.1 and the Schedule, detailing the procedures to be followed and actions to be undertaken by the Supplier. 1 Business continuity 1.1 No later than [three months] prior to the Services Commencement Date [and at no additional charge] the Supplier shall develop a Business Continuity Plan that shall provide for the continuation of the performance of
PRECEDENTS
1 Introduction It is our policy to ensure that if our business is interrupted, we can become fully operational as quickly as possible. In doing so, we aim to protect our staff, clients and any other parties with which we have dealings. This plan contains the procedures we will follow should we suffer a business interruption. If you have any questions or concerns regarding this plan, please contact [insert name of appropriate contact here]. 2 Scope of the Business Continuity Plan (BCP) 2.1 This BCP applies to all staff in [every business unit OR insert which department(s) or office(s) the plan covers]. 2.2 Examples of incidents that would invoke this plan are: 2.2.1 flood; 2.2.2 fire; 2.2.3 theft; 2.2.4 IT failure; 2.2.5 communications failure (eg telephone system); 2.2.6 limited or complete loss of access to offices; 2.2.7 adverse weather; 2.2.8 loss of key personnel; 2.2.9 terrorism; 2.2.10 cyber-security or cybercrime incident; 2.2.11 public health events such as a pandemic 2.2.12 [[insert other incident].] 2.3 We have identified the key functions of our business and the impact that a disruption of these functions would have on our organisation. 2.4 We have evaluated and analysed each of these business interruptions and the impact it would have on our key functions. 2.5 The