Coronavirus – Page 3 – Duane Morris London

April 28, 2020February 2, 2021 by Duane Morris London

Is COVID-19 A Contractual “Get-Out-Of-Jail-Free” Card?

28.04.2020

COVID 19 is having a massive impact on supply chains and business continuity and, post lockdown, questions will be asked about who pays for this. The knee-jerk response of many businesses is that the pandemic is a unique, unforeseeable “Act of God” and that businesses which have furloughed staff or been forced to close during the lockdown or have had difficulties with their own supply chains or customers reducing purchase volumes, have no liabilities to or remedies against others for the consequent losses sustained. The reality is that on a case by case basis, businesses already adversely affected by this pandemic may find that contractual claims are being made against them or that they have a route to mitigate their losses by looking at their own contractual or statutory rights.

Key to the analysis which will be carried out is a bit of “jargon-busting” and debunking some commonly held views: Continue reading “Is COVID-19 A Contractual “Get-Out-Of-Jail-Free” Card?”

April 24, 2020February 2, 2021 by Duane Morris London

Is Coronavirus The New Asbestos? Steps For Mitigating Litigation Risk

To mitigate the risk of future mass tort litigation, we look at some practical steps which businesses can take before re-opening their doors

By Sharon Caffrey & Alex Geisler

24.04.2020

This is a hypothetical case study. It’s set in the future, and it’s about a Coronavirus mass tort case. Our trial opens like this:

“Ladies and gentlemen of the jury, I represent the family of Mr Smith. The facts of the case are that he died of Covid-19, and that he was in three commercial locations during the infection window. 1) He went to work 2) He stayed at a hotel 3) He shopped in a store, and these are our three Defendants. Mr Smith travelled alone in his car to these locations, and no-one else in his family was sick before he broke home isolation to go to these places. All three of these Defendants reopened for business to make money, and one of them is where Mr Smith was exposed to the deadly virus. These are the facts of the case, and they are not in dispute.”

Aside from borrowing the cadence from Aaron Sorkin[1], does this sound far-fetched? Well, consider this. Businesses will reopen and people will leave the relative safety of home isolation. Some will get sick, and tragically some will die. The question is not whether there will be litigation, it is what will the ground rules be? So, imagine that you’re a Defendant on this imaginary docket, and ask yourself this, what are my possible defences?

Continue reading “Is Coronavirus The New Asbestos? Steps For Mitigating Litigation Risk”

April 23, 2020February 2, 2021 by Duane Morris London

COVID-19: Corporate Governance & Reporting Issues – make it specific, make it realistic

We look at the key issues company boards should be aware of with regards to corporate governance and reporting in the midst of the COVID-19 crisis

By Thomas Rainey

23.04.2020

The UK government and by extension the financial regulators have taken steps to show that they are cognisant of the fact that there will be a clear impact on UK companies’ ability to display the ‘normal’ forms of corporate governance and reporting in light of the COVID-19 disruption. While there is no suggestion that this period will be viewed as some kind of amnesty for poorly-governed businesses or for inappropriate reporting, the notion that there may be some flexibility in what is expected is beginning to filter through to company boards.

In order to seek to assist boards to focus on what the general expectations are of them at this time, the Financial Reporting Council have published a number of guidance reports.

Governance

Of particular note in relation to governance, the FRC have advised that boards carefully consider the following:

Continue reading “COVID-19: Corporate Governance & Reporting Issues – make it specific, make it realistic”

April 22, 2020February 2, 2021 by Duane Morris London

Corporate Update: Annual General Meetings During COVID-19 Lockdown

By Sam Pearse

22.04.2020

Summary

AGMS for UK-incorporated public limited companies can and should still go ahead during the lockdown.
Companies should take advantage of any flexibility in their articles of association to hold meetings either virtually or partly in-person and partly virtually.
Companies can still hold AGMs even if their articles of association have not been amended to take advantage of the flexibility available to them, however they should consider amending their articles of association for subsequent years.
Shareholders will be able to vote using proxy forms but should expect to have less opportunity for Q&A.

Introduction

The annual general meeting (AGM) season is upon us. English company law requires public limited companies (English private companies do not have to hold AGMs, and most dispensed with them once the Companies Act 2006 (CA 2006) came into force) to hold their AGMs to be held within six months of the financial year end. With most public companies closing their books on 31 December, that means that the bulk of the AGMs need to be concluded before 30 June with notices calling the meetings being sent out by early June.

Continue reading “Corporate Update: Annual General Meetings During COVID-19 Lockdown”

April 20, 2020February 2, 2021 by Duane Morris London

They think it’s all over – it is now! COVID-19: Furlough and Holiday Update April 20th 2020

By Nic Hart

20.04.2020

Good evening. I am hopeful that this is the last “ COVID-19 UK Furlough” update you will receive…from me at least!

HMRC has now provided us with some much needed clarity on taking annual leave while on furlough. This has been an update to the Employees Guidance, not the Employers Guidance (as at the time of this email).

Put simply it states;

Continue reading “They think it’s all over – it is now! COVID-19: Furlough and Holiday Update April 20th 2020”

April 16, 2020February 2, 2021 by Duane Morris London

COVID-19 Impact: UK Corporate Residence & Permanent Establishment

By Sam Pearse

16.04.2020

Summary

The OECD and HMRC have issued guidance on the impact of Covid-19 on corporate residence and permanent establishment.
Both have expressed sympathy and understanding, and intimated that the restrictions caused by Covid-19 will not have an impact on assessment.

Introduction

The travel restrictions imposed as a result of trying to control the spread of Covid-19 present myriad issues for corporate groups. Two such problems are the impact on the corporate residence of a company and whether a permanent establishment in the UK could be unwittingly created.

Her Majesty’s Revenue and Customs (HMRC) and the Organisation for Economic Co-operation and Development (OECD) have published guidance setting out their views on the impact of travel restrictions.

Continue reading “COVID-19 Impact: UK Corporate Residence & Permanent Establishment”

April 14, 2020February 2, 2021 by Duane Morris London

COVID-19: Job Retention Scheme UK Gov update April 10th 2020

By Nic Hart & Liam Hutton

20.04.2020

Last night the Government helpfully delivered Round 3 of the Guidance for employers (and employees) on the Coronavirus Job Retention Scheme.

Whilst it clarifies some areas and introduces new points, i.e. TUPE it remains silent on the issue of Annual Leave. Please find below an overview of the new Guidance. It is worth reading in its entirety and I attach a copy of the same with the new areas noted in red and highlighted.

Continue reading “COVID-19: Job Retention Scheme UK Gov update April 10th 2020”

April 8, 2020February 2, 2021 by Duane Morris London

Companies House – Key COVID-19 Procedural Changes

By Thomas Rainey

08.04.2020

Although the onus remains on company officers to comply with their filing duties notwithstanding the disruption caused by the COVID-19 crisis, Companies House have made a number of procedural changes to help keep their services running as smoothly as possible.

Below is a summary of the key service alterations adopted by Companies House:

Companies House – Offices

The London, Edinburgh and Belfast Companies House offices are currently closed to the public, with the London office also not receiving post. The Cardiff office remain open 24 hours a day for the receipt of documents.

All same-day services have been suspended until further notice.

Additionally, Companies House telephone contact centre is closed. All enquiries should be sent by email to enquiries@companieshouse.gov.uk.

Continue reading “Companies House – Key COVID-19 Procedural Changes”

April 1, 2020February 2, 2021 by Duane Morris London

Data Protection and COVID-19: FAQs on the Approach of European Regulators

By John Benjamin and Edward Pickard

01.04.2020

The spreading COVID-19 pandemic across Europe has meant that many of its data protection authorities have faced questions from organisations as to how they should meet their privacy obligations during this time.

The European Data Protection Board (EDPB) has now published its own guidance to ensure that a consistent approach is taken across Europe regarding privacy compliance during this period. However, this came after a number of national regulators published their own guidance that in some cases is slightly contradictory.

The below article considers some of the key issues that may be facing during the COVID-19 pandemic and how the EDPB and some of Europe’s data protection authorities approach these issues. The EDPB has made clear that it is business as usual when it comes to compliance.

Continue reading “Data Protection and COVID-19: FAQs on the Approach of European Regulators”

March 31, 2020February 2, 2021 by Duane Morris London

New COVID-19 UK Government Financing Options Available

By Drew D. Salvest & Natalie A. Stewart

31.03.2020

The UK government recently announced a package of measures to provide liquidity to UK businesses during the COVID-19 pandemic. Two schemes are particularly useful for financing needs: the HM Treasury and the Bank of England COVID-19 Corporate Financing Facility and the British Business Bank Coronavirus Business Interruption Loan Scheme. Our Alert provides summaries of the financing schemes, eligibility requirements and the application process.

HM Treasury and the Bank of England COVID-19 Corporate Financing Facility

Who Is Eligible?

Continue reading “New COVID-19 UK Government Financing Options Available”