Produced in partnership with ELM Law As of exit day (31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK has entered an implementation period, during which it continues to be subject to EU law. This has an impact on this content. For further guidance, see Practice Note: Brexit—impact on environmental law and News Analysis: Brexit Bulletin—key updates, research tips and resources. Schedule Environmental Provisions 1 Definitions In this Schedule the following words unless the context otherwise requires have the following, meanings Contamination the presence or accumulation of any Hazardous Substances at, in, on, over or under the Property Contaminated Land Regime

Actions against directors can come from various sources, including: • the company—a director’s statutory duties are owed to the company pursuant to the Companies Act 2006 (CA 2006), s 170(1). The company (acting via its board of directors) is therefore the proper claimant in any such action for breach of a director’s statutory duties, as it has been historically in respect of a director’s fiduciary duties • the company’s shareholders—the interests of a company are typically aligned with those of its membership. If a shareholder wishes for action to be taken in respect of a director’s breach, perhaps in circumstances where the other directors have indicated a reluctance to commence a claim on behalf of the company against one of their fellow directors, the shareholder can pursue a derivative action. • the company’s creditors—when a company is insolvent, or close to insolvency, it becomes incumbent on a director to consider the company’s interests as being

Restriction on termination clauses in supply contracts The Corporate Insolvency and Governance Act 2020 (CIGA 2020) introduces a permanent change to the use of termination clauses in supply contracts by introducing a new provision, section 233B, into the Insolvency Act 1986 (IA 1986). As a result of the measure, where a company has entered an insolvency or restructuring procedure or obtains a moratorium, the company’s suppliers of goods and services (with certain prescribed exceptions) will not be able to rely on contractual terms to terminate the contract, stop supplying, or vary the contract terms with the company (for example—increasing the price of supplies). The customer is required to pay for any supplies made once the insolvency process has commenced, but is not required to pay outstanding amounts due for past supplies while it is arranging its rescue plan. The

The rights set out in Consumer Contract (Information, Cancellation and Additional Charges) Regulation 2013 (CCR 2013), SI 2013/3134 apply to business-to-consumer contracts governed by UK law. Whether the parties intend for UK law to be the governing law of the contract is usually set out in a ‘choice of law’ or ‘governing law’ clause in the contract. The definition of consumer is not limited by location. Section 4 of CCR 2013, SI 2013/3134 defines a 'consumer' means an individual acting for purposes which are wholly or mainly outside that individual’s trade, business, craft or profession. The provisions in respect of how a consumer can cancel a contract are set out in CCR 2013, SI 2013/3134, reg 32. Although in the case of a dispute it is for the consumer

When is notice given? Notice of dismissal can generally only be effective if and when received by the employee, ie the dismissal must be communicated in order to be effective. In the absence of an express contractual provision to the contrary, when an employer sends notice of dismissal to an employee by post to the home address, the notice period starts to run when the employee,

Termination—contractual and common law rights As commercial lawyers, we are used to being instructed to advise in connection with the formation of a commercial relationship. Even if, like family lawyers drafting pre-nuptial agreements, we anticipate the consequences of the end of the relationship, it is only in more recent economic times that we are being asked more frequently how to break the relationship in the first place. It is important to remember that rights to terminate a contract may arise at common law (for example, in the event of repudiatory breach) and under the express terms of the contract. Where an agreement is silent as to contract termination, in the event of a dispute, the courts will apply common law principles. To avoid uncertainty, parties often include express contractual clauses which provide for the termination of a contract. In general, contractual rights to terminate are in addition to, and not in substitution for, common law rights. Absent express wording to the contrary, the ordinary assumption is that a contractual right to terminate does not preclude termination at common

Dispute Resolution analysis: the Queen’s Bench Division has granted a defendant’s application for summary judgment on claims for breach of contract and misrepresentation in a franchise dispute. The claimant’s attempts to amend its claim at a late stage in the proceedings to include allegations of fraud (and thereby extend the relevant limitation period) were unsuccessful and the claimant therefore had no answer to the limitation defence on these claims. The court ordered the claimant to pay security for costs in relation to the remaining claims, on a staged basis.

The exclusion that you refer to is contained in the Construction Contracts (England and Wales) Exclusion Order 1998, SI 1998/648, art 6 and specifically relates to an agreement that ‘includes provision for the grant or disposal of a relevant interest in the land (which could be a freehold or a leasehold) on which take place the construction operations to which the contract relates’. The interpretation of this article was then tested in Captiva Estates Ltd v Rybarn Ltd (in administration) where an agreement to construct 28 residential flats together with underground and above parking, with payment being made in the form of a £1.15m fixed

The Cabinet Office has updated its Procurement Act 2023 (PA 2023) 'Manage phase' guidance, including its guidance titled ‘Guidance: Contract Payment Information’, to provide further clarity on valuing contracts and payments. The 20 July 2026 update clarifies that, for the purposes of PA 2023, s 70, a framework call-off contract is treated as commencing before 1 April 2026 where, before that date, a contracting authority had contacted a supplier to commence the award of the contract. It also confirms that PA 2023, s 70 applies to payments made under a convertible contract following conversion under PA 2023, s 74(1), provided the procurement commenced on or after 1 April 2026, and explains that where a payment covers more than one in-scope public contract, publication is required only if the £30,000 threshold is exceeded in respect of a single contract, with only the amount relating to that contract to be reported.

This Q&A assumes that the sale is not by auction. Where a landlord has made an offer to qualifying tenants to dispose of an interest pursuant to the Landlord and Tenant Act 1987 (LTA 1987) and the offer has been accepted and a person 'duly nominated', the landlord must either serve notice on the nominated person within one month indicating an intention not to proceed with the disposal, or will be obliged to proceed. Where the landlord

This Q&A concerns a contract for land and vehicles―a mixed contract. Not all land deals require a public procurement procedure advertised in the Official Journal of the European Union. It will likely depend on the nature of the deal and the contracting authority’s role within, but it can be a procurable element of a contract. The Public Contract Regulations 2015 (PCR 2015), SI 2015/102, will not apply when a contract includes mixed elements that cannot be separated and the elements of a procurable nature are not the main object of the contract. Here, the question is whether the main element of the contract is the vehicles or the land. Under PCR

Pensions analysis: The First-tier Tribunal (FTT) erred when it misunderstood what was meant by the ‘commercial context’ of certain contracts under which employers had transferred assets to their small self-administered pension schemes, that HMRC had assessed as unauthorised employer payments, and which had given rise to unauthorised payment charges and surcharges. HMRC had assessed the appellant to scheme sanction charges. The time limit for making an application under section 268 of the Finance Act 2004 (FA 2004) to be discharged from a scheme sanction charge ran from the end of the accounting period in which the liability to the charge arose, not from the end of the year of assessment in which the assessment had been made. The FTT made no error of law in finding that the appellant did not reasonably believe that certain unauthorised payments were not scheme chargeable payments and there was no basis to interfere with its decision that it would be just and reasonable for the scheme administrator to be liable to the scheme sanction charge. Written by Scott Redpath, barrister at Temple Tax Chambers.