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NEWS
Information Law analysis: The defendant in a patent litigation was denied a permanent order under CPR 31.22(2) to maintain certain of its confidential information disclosed over the course of the trial, including by way of redaction from the judgment itself. On appeal, the Court of Appeal held that the information had relative confidentiality and as a technical trade secret, the open justice principle must give way to the greater principle of justice itself. Consequently, the Court of Appeal made the CPR 31.22(2) order sought permanent. This case is particularly important to those considering or engaged in litigation which risks the disclosure of confidential material, particularly technical information which could otherwise be described as a trade secret. For those seeking to derogate from the open justice principle to protect such information, the starting point is to seek such a qualification in order to attract more robust protection. Written by Adelaide Lopez, senior associate, Wiggin LLP.
NEWS
The Information Commissioner’s Office (ICO) has warned 53 of the top 100 websites in the UK that they will face enforcement action if they do not make changes to advertising cookies to ensure they are in compliance with data protection law. Of the 53 organisations reached out to, 38 have changed their cookies banners, with an additional four committing to do so within the next month. The ICO is also developing an artificial intelligence solution to help identify websites using non-compliant cookie banners.
NEWS
Family analysis: The court was concerned with the method of calculation of child maintenance and the assessment of the quantum of child maintenance where there was a disparity of lifestyle between the parties, as well as issues relating to costs and transparency. Mr Justice Mostyn refused two out of three of the grounds of appeal and dismissed the remaining ground of appeal where he had granted permission, but also took the opportunity to consider at length the approach to child maintenance that falls outside the jurisdiction of the Child Maintenance Service (CMS) and the application of the CMS formula in such cases, setting out extensive guidance in an Appendix to the judgment, including reference tables. James Pirrie, director at Family Law in Partnership, considers the repercussions of this seismic decision.
PRACTICE NOTES
CASE HUB ARCHIVED—this archived case hub reflects the position at the date of the abandonment of the transaction of 21 March 2019; it is no longer maintained. See further, timeline. Case facts Outline UK merger investigation into the anticipated acquisition by Top Online Partners Group Limited of Maple Syrup Group Limited and its subsidiaries. Top Online Partners Group Limited and Maple Syrup Group Limited are the two largest cashback websites in the UK. Cashback services allow shoppers to receive money back on certain types of online shopping and enable retailers to advertise and promote cashback discounts. Latest developments On 21 March 2019, the CMA formally cancelled its phase 2 investigation after the parties decided to abandon the transaction. Parties Top Online Partners Group Limited ( TopCashback): TopCashback owns and operates an online portal to provide cash back services. The company was founded in 2003 and is based in Stafford, UK. Cashback services allow shoppers to receive money back on certain types of online shopping and enable retailers to advertise and promote cashback discounts. Maple Syrup Group Limited (Quito): Quito is
GLOSSARY
In an acquisition finance transaction the special purpose vehicle (SPV) in the group structure in which the sponsor and management will hold shares.
GLOSSARY
The completion of the structure of a building, usually when the final part of the roof is completed. Commonly marked by a ceremony.
GLOSSARY
See Matching right. In the context of a soft or semi-hard irrevocable undertaking, a right for the offeror to be given the opportunity to revise the terms of its offer within a specified timeframe so that it exceeds the value of the competing offer, in which case the undertaking will not lapse. See Irrevocable undertaking—shareholder—takeover offer. Topping rights are now caught by the general prohibition on offer-related arrangements under Rule 21.2. Derogations from the prohibition may be granted following a formal sale process, where the offeree is in serious financial difficulty or where the offeree is bringing in a 'white knight' to compete with a hostile bidder.
NEWS
The Prime Minister's Office has announced several ministerial appointments approved by the King. Emma Reynolds MP has been appointed as Economic Secretary to the Treasury, while Torsten Bell MP has been jointly appointed as Parliamentary Secretary in HM Treasury and Parliamentary Under Secretary of State in the Department for Work and Pensions, replacing Emma Reynolds MP in this role. Additionally, it has been confirmed that Tulip Siddiq MP has left government.
NEWS
Arbitration analysis: The claimant shipowners brought tortious claims in the Chinese courts against the defendant shipbuilders, seeking damages for costs the shipowners had incurred removing asbestos discovered in the fabric of the ships. The claimants had been assigned quality guarantees under the shipbuilding contracts by the original buyer, and the defendant maintained that as a matter of English law (as the governing law of the shipbuilding contracts) liability for the tortious claims was excluded under those quality guarantees. The contracts contained an arbitration clause, and the court agreed that the arbitral tribunal had jurisdiction to determine whether or not the contractual exclusions excluded actions in tort. The decision provides guidance on how English law treats non contractual claims linked to assigned contractual rights, and confirms that tribunals may have jurisdiction to determine the applicability of contractual exclusions even where the substantive tort claims are addressed in court proceedings. This underscores the broad construction given to arbitration clauses, and demonstrates the risk of ‘forum fragmentation’, where different parts of a dispute may be resolved in different fora. Written by Rob Palmer, partner, Sophia Kinally, senior associate, and Hugo Petit, associate, at Hogan Lovells.
GLOSSARY
Liability for the tort of deceit relies upon proof that a fraudulent misrepresentation had been made to the claimant, inducing detrimental reliance.
GLOSSARY
There are two separate causes of action in respect of publication of defamatory matter: libel and slander. In general terms, libel is a defamatory publication conveyed in a permanent form, while slander is a defamatory publication conveyed in some non-permanent or transitory form.
PRACTICE NOTES
This Practice Note on tortious liability and companies considers the general position of corporate liability in tort, the tortious acts of company agents and issues of corporate group structures and when a parent company may owe a duty of care in relation to the negligent acts or omissions of its subsidiary company(ies). It includes consideration of the key Court of Appeal and Supreme Court decisions in Chandler v Cape, AAA v Unilever, Vedanta v Lungowe and Okpabi v Royal Dutch Shell. It also notes the specific considerations for companies facing accessory liability in tort (common design). For general guidance on the different types of tort claims and establishing a duty of care in negligence, see Practice Notes: • Vicarious liability and multi-party torts • Procedural abuse torts and similar • The different torts—property, people and animals • Multiple tortfeasors—liability issues • Negligence—when does a duty of care arise? • Negligence—establishing a duty of care—specific scenarios Corporate liability in tort—general It is well understood that a company is a legal person which