Directors and Employees - When is a Director an Employee of a Company?
The Employment Appeals Trinbunal has considered whether directors of a company are also employees of the company.

Fines, Companies, Company Directors and Proportionality
In a Court of Appeal decision dealing with occupational health and safety, the Court took into consideration the capacity of the company and the director to pay a fine, and reduced it accordingly.

Briefing Note - Copyright Infringement in Images & Photographs and Infringement
The House of Lords decision of Designers Guild clarifies the test for copyright infringement in the UK.

Directors’ Duties Under the Companies Act 2006
The Companies Act 2007 enumerates specific duties on directors of UK companies to clarify the law imposed on the administration of companies in the United Kingdom

Enterprise Investment Scheme Shares and Investment Capital
Enterprise Investment Scheme shares allow tax incentives to entrepreneurs to encourage venture capital funding and relief on capital gains tax.

UK Shareholders' Rights and Dividend Waivers
Shareholders in UK companies may elect to waive their right to dividend payments, provided that certain prerequisites are satisfied.

Intellectual Property Disputes: Offers to Settle under CPR Part 36
Part 36 offers are a useful tool to use in business and intellectual property disputes to avert further litigation.

Mandatory Employee Consultations for Collective Redundancies
A recent decision of the Employment Appeals Tribunal requires consultation with employees to consider whether redundancies may be avoided at the time closures are proposed.

Reducing Damages Awards: Mitigation of Loss in Contractual and Intellectual Property Claims
Litigants are obliged to take all reasonable steps to mitigate their loss suffered. Those that fail to do so are not entitled to recover the loss, and such sums are reduced from the damages payable the defendant. The principle applies regardless of the nature of the claim, including breach of contract and intellectual property rights claims.

Fraudulent Misrepresentation and Recovery of Damage: Corporate and Investment Fraud
The measure of damages for fraud is higher than other areas of law. The measure contrasts with the law of negligence and cotnract law.

Phoenix Companies, Insolvency Law and Recovery by Creditors
In certain circumstances, creditors may recover from Phoenix companies, including where management is the same and the phoenix company has not been administered in accordance with the Companies Act and Insolvency Act.

Awards of Compensation for Intellectual Property Infringement: Damages in Copyright Cases
The rise and rise of intellectual property rights has seen the rise of claims by business dealing in photographs, software and films and music making claims against small and medium sized enterprises for copyright infringement. There is no innocence defence available infringing business; the issue quickly becomes one of the sum of compensation – or damage - that is to be paid.

Termination Clauses and Notice under UK Contract Law
Termination provisions of a contract set out the means by which a party may briong a legally binding contract to an end. The Court of Appeal considered whether service of notice of termination led to an automatic termination of the contractual obligations between the parties.

Defective Compromise Agreements & Employment Law
Compromise agreements must comply with the provisions of the Employment Rights Act to properly protect employers from new claims being brought at a later date.

Employee Fraud – What to Watch Out For
Fraud from within company is difficult to detect and must be dealt with appropriately to avoid adverse claims by employees.

Commencing Performance of a Contract prior to Concluding Contract Terms
Companies are frequent caught out by providing services prior to finalising contractual terms. In cases such as these, a court has regard for the contract - which is the legally binding agreeement - when disputes arise the contract has been entered into.

Agreeing Contracts and Avoiding Legal Ambiguity
Commercial cotnracts are serious documents and require an assessment of risk prior to deciding whether it is worthwhile avoiding taking legal advice

Blimey - Was FCUK Lawful?
An analysis of the reasoning in reaching the decision that FCUK was lawful in the United Kingdom.

Controlled Access to UK Labour Market for New Accession Countries
Quota systems apply to some immigrant workers in the United Kingdom

New Corporate Options for Charities
The Charities Act 2006 establishes new ways for charities to incorporate themselves. The Charity Commission also has the power to suspend or remove trustees.

Enforcement of Restraint of Trade Clauses - Agency Fails to Enforce
Restraints of trade are enforceable unless thet are reasonable and only go so far as to protect the legitimate interests of the business seeking protection.

Recovering Legal Fees and Court Costs from Third Parties in Litigation
This article discusses the prospect of recovering legal fees from persons who are not parties to the legal proceedings.

Liability of Salaried Partners in Partnerships
Salaried partners may be liable for the debts of the partnership in certain circumstances, says the Court of Appeal

Architects and Defective Drawings
A builder may be negligent when they ought to recognise defects in architects' drawings.

Typefaces, Fonts and Characters - Intellectual Property Protection in the United Kingdom
Electronic fonts and typefaces may be protected by copyright law in the United Kingdom. Industrially applied typefaces may be protected as registered designs

Protecting Intellectual Property - Preparing for Competition from Employees and Consultants
Legal measures may be put in place to maximise the prospects of success against information theft and industrial espionage by ex-employees and consultants.

Part II - Information Protected During the course of Employment
Information may be protected as trade secrets, which prevents an employee or freelancer from using the information after their engagement has ended.

Part III – Post-Contractual Restrictions - Restrictive Covenants
Properly drafted restrictive covenants create a legal means to prevent employees and freelancers from competing against their former employer for a limited period.

Part IV - Intellectual Property Rights & Post Employment or Contractual Relationships
Legal proceedings including passing off, misuse of confidential information and trade secrets, conversion and detinue, and copyright infringement may be available to protect against use of information where the factual matrix fits the cause of action.

Part V – Intellectual Property Rights and Employee Competition - Conclusion
The conclusion to our five part series on competition from ex-employees and ex-consultants against former employers

Part VI – Protecting Confidential Information & Trade Secrets - Suggestions to Improve Prospects of Success
Suggestions and tips to increase the likelihood that a court will enforce protection of confidential information and trade secrets.

Contractual Redundancy Terms Create Unexpected Liability
The timing of redundancy payments may be important to tax liabilities

Employment Status and Tax Payments
Employers are not entitled to an setoff where the employee is under a misunderstanding of their tax obligations

Retirement Age and Discrimination - A Check List for Employers
A checklist of compliance with the Employment Equality (Age) Regulations, which came into force on 1 October 2006

Sleeping on the Job and Employment Payment Claims
In this case, aan employee who was required to be at work as a night watchman was entitled to be paid for sleeping whilst in the course of his employment.

Directors Loans and Duties to UK Companies
In this article we review a decision whereby a director was found liable for director's loan, although he had no subjective intention in authorising the loans.

Disposing of Waste Electrical and Electronic Equipment
Disposal of waste material is set to become a regulated activity, requiring manufacturers to produce electrical equipment responsibly.

Abuses of Process and Commercial Litigation
Parties to commercial litigation should be aware that they have one chance to argue points of law in litigation, and concessions in earlier litigation prevent them from raising the point in subsequent litigation.

Partnership Law & Misleading Statements – Court Enforced Duties of Good Faith
In business relationships that involve a relationship of the utmost good faith such as partnerships, partners should be aware of their duties to avoid that disputes and consequent litigation.

Commercial Contracts and Economic Duress
Duress may be claimed commercial enterprises that are victims of illegitimate threats and unfair pressure that affect economic interests.

Terms of Contract and Penalty Clauses in English Law
Contract terms requiring a person in breach of contract to pay a sum of money may be a penalty clause or a liquidated damages clause. Several tests and presumptions have been developed over time that allow some clarify in making an assessment as to whether a contract term will be a penalty.

Briefing Note - Legal Binding Agreements and Verbal Contracts
The terms of legally binding agreements may be in writing or formed by verbal statements or conduct of the parties. The article examines some of the legal requirements of binding agreements and the difficulties with verbal contracts.

Briefing Note - Overview of Community Designs Protection
A synopsis of registered design rights and the scope of protection within the UK and Europe

Briefing Note - Ownership and Incidents of Ownership of Designs
The law determining the ownership of designs is similar to the law of copyright. The designer is the first owner of the design unless they are employed.

Briefing note - Registered Designs, Excluded Subject Matter and Infringement
A short summary of the subject matter of designs not able to be registered as designs under the Designs Act UK, when design rights are lost and rights to claim infringement of a design.

Whistleblowers and Disclosure of Confidential Information
The public interest defence is available to whistleblowers for protection where the public interest outweighs the interest of the person wanting to maintain the confidentiality of the information.

Briefing Note: Contracts for Packaged Software Licences Agreements and Checklists
Our IT lawyers consider some of the key issues in pacakaged software licence agreements, and some general issues in software licences - software that has not been built to the specification of any customer.

Patent Law - Methods Already Employed in Practice Cannot Be Inventive Steps
The Privy Council make a ruling on the meaning of obviousness in under the Patents Act and the meaning of inventive step.

Briefing Note: Third Parties and Adverse Costs Orders
When third parties fund litigation, there is a significant risk that in the event of losing the fight that they will be ordered to pay the legal costs.

Limited Liability Partnerships
An examination of Limited Liability Partnerships as a legal entity from which to conduct business.

Prior Patent Valid In Spite of Error
A consideration the House of Lords ruling that a mistake in a Patent Application does not necessarily prevent an inventor from securing their intellectual property rights.

Partnership Assets – Decision Overturned
An examination of the division of partnership assets on the dissolution of the Partnership Act 1890.

Data Protection Case – Leave to Appeal Refused
A consideration of what amounts to personal data under the Data Protection Act 1998.

Transfer of Undertakings (Protection of Employment) Regulations 2006
An analysis of the effect the TUPE Regulations 2006 will have on buying and selling businesses.

Age and Sex Equality – House of Lords Ruling
The House of Lord's decision in sex discrimination and unfair dismissal availability for over 65's.

Retirement Age and TUPE
A discussion relating to unfair dismissal in relation to retirement age and the TUPE Regulations applicable to buyers of a business.

Company Directors' Duties Expanded
A explanation of the extension of directors' duties under the new company legislation due to come into force in 2007.

Briefing Note - Use of Defined Terms in Commercial Contracts
CIP contracts rely on the meaning of the terms given to them by the parties and a 'battle of the forms' ensued in this case for an unanticipated result. COnfusion as to contractual terms should be avoided at all costs.

Limitations of Liability - Software Licence Agreements and Software Development Contracts - Part 10
In this tenth part of the series, our lawyers consider limitations of liability and how they might be applied in software development agreements.

Checklist for Software Licence Agreements - Software Licence Agreements and Software Development Contracts
This article contains a basic checklist of clauses that may be included in software licence agreements.

Software Licence Agreements and Software Development Contracts - Part 1
In this first article in the series, we consider the fundamental differences between software licence agreements and software development contracts.

Terms of Licence - Software Licence Agreements and Software Development Contracts - Part 2
In this second in the series, our software solicitors consider the flexibility of intellectual property rights & copyright licensing.

IPR Indemnities - Software Licence Agreements and Software Development Contracts - Part 3
In this third article in the series, our solicitors consider IPR indemnities in the context of software licences.

Payment for Licences - Software Licence Agreements and Software Development Contracts - Part 4
In this fourth in the series on software licensing, we consider some options for payment of licences in software development contracts & agreements.

Improvements and Upgrades - Software Licence Agreements and Software Development Contracts - Part 5
In this fifth part of the series, we consider contract terms catering for improvements and upgrades to licensed software.

Acceptance Testing - Software Licence Agreements and Software Development Contracts - Part 6
In this sixth part of a series on software licensing, our solicitors consider factory acceptance testing and user acceptance testing as part of the software development lifecycle.

User Documentation & Escrow Agreeements - Software Licence Agreements and Software Development Contracts - Part 7
In this article we consider the options for escrow agreement, and when they are appropriate in software development agreement and user documentation requirements.

Liquidated Damages and Penalty Clauses - Software Licence Agreements and Software Development Contracts - Part 8
In this eighth part of a series, we consider penalty clauses which may unenforceable at law in software development contracts and agreements. The purpose of such contract clauses is to avoid the need for a judge to quantify the actual damage caused by the person in breach.

Termination and its Consequences - Software Licence Agreements and Software Development Contracts - Part 9
In this the ninth in the series, our solicitors consider termination clauses and the consequences of termination in software development contracts and agreements.

Directors' Liabilities under the Companies Act UK
In most circumstances, companies and its directors and shareholders are considered separate legal entities, with profound consequences on liabilities of directors for the acts of a company.

White Hat Hacking and Computer Software Security
A consideration of the commercial risks and security issues arising from White Hat hacking, otherwise known as ethical hacking in the context of computer security and the role of software.

Briefing Note - Infiltration of Viruses and Insurance Contracts
A brief consideration of the coverage of insurance contracts over data loss and corruption and the implications of failing to ensure the insurance contracts are adequate.

Briefing Note - VAT Registration and Recovery of VAT
Registration for VAT can only be refused in limited cirumstances by Customs & Excise. One of these is where economic activity is not taking place.

Briefing Note - Employers' Liability for Secondary Exposure to Harmful Materials
An assessment of employers' liability for damage caused to persons connected with their employees.

Enforceability of Compromise Agreements in Employment Disputes
Compromise agreements in the employment context must specifically state the causes of action intended to be covered by the agreement. Failing to do so will not effectively settle the dispute and potential claims.

Briefing Note - Confidential Information and Public Disclosure
Information ceases to maintain the requisite character of confidentiality once it has been placed in the public domain...

Briefing Note - Taxation and Wording of documents in the Purchase of Shares
Careless wording of documents in the purchase of shares may have unexpected taxation consequences.

Changes to the Laws Regarding Maternity, Paternity and Adoption Pay and Leave
Statutory maternity, adoption and paternity pay and allowances rates have increased in April 2005, following a change in the method of calculation of the allowances.

Sexual Orientation Regulations and the Civil Partnership Act
Employers must endeavour to avoid discriminating between those that are married and those in a civil partnership under the Civil Partnership Act

UK Maternity Pay Policy Update - Briefing Note
A decision of the Court of Appeal on maternity pay and the effect of the European law on the calculation of maternity pay.

Transfer of a Business and Pension Rights - Business Briefing
Automatic rights apply when a business is applied and all employees are engaged by the new business. A checklist for incoming employers where pension schemes are in place is included to explain the requirements.

Collective Redundancies – Notice of Dismissal
After a decision of the European Court of Justice, employers must comply with notice requirements under the EC Collective Redundancies Directive.

Settling Disputes - Agreements to Agree Unenforceable
A settlement agreement where a fundamental a material term was in essence an agreement to agree in the future rather than at the time of the contract was found to be unenforceable.

Vicarious Liability for Harassment
An instance of vicarious liability recently before the UK Court of Appeal.

Workers on Long-term Sick Leave and Statutory Holiday Entitlements
The recent decision of Ainsworth & Others v Commissioners of the Inland Revenue before the Employment Appeal Tribunal deals with sick leave benefits.

Employment Law and the Civil Partnership Act – New Obligations for Employers
Employers' obligations arising from the Civil Partnership Act

Briefing Note - Disability Discrimination Act 2005
The application of the Disability Discrimination Act 2005 has been extended

In Brief - Employment Law - Spring 2006
Recent updates to UK employment law.

Patent Infringement & Protection - Defences and the Remedies
A brief consideration of the defences to claims and disputes, and the remedies available under UK patent law.

The Community Trade Mark - Is it Worth it?
A synopsis of the Community Trade Mark and the breadth of protection.

Knowing your own Intellectual Property - Intellectual Property Due Diligence in the Sale of Businesses
Intellectual Property cannot be included in a sale of a business unless it owned by the business. A synopsis of some of the issues for intellectual property due diligence.

Briefing Note - Using Trade Marks - Practical Tips
Before using a trade mark read these hints for brief guidance on what can, cannot, should and should not be done by trade mark users, applicants and owners.

Copyright Deficiencies in the Protection of Software - Can Patent Pick Up where Copyright Drops Off?
Patent law and copyright protect different aspects of software from copying and exploitation.

The Copyright and Related Rights Regulations 2003
These Regulations introduced new rights that render copyright technology neutral, narrow fair use defences to copyright infringement, and introduce a regime for digital rights management systems.