Corporate

Incorporation

29/10/2008

As interested parties consider the Charity Commission and Office of The Third Sector's consultation paper about Charitable Incorporated Organisations, there has been a timely reminder from the courts of one of the reasons why unincorporated associations should consider incorporation.

Valuing the correct property

30/09/2008

A surveyor who was misled into valuing the wrong house was held to be in breach of contract because he did not fulfil the implied obligation to inspect the right property, in the case of Platform Funding Limited v Bank of Scotland plc [2008] EWCA Civ 930 . Colleys surveyors (previously an arm of Halifax plc), were instructed to provide a valuation of 1 Bakers Yard, the intended security for a loan. The instruction form stated that access to the property would be by arrangement with the mortgage applicant, Mr Hewes, and gave his mobile telephone number.

Companies Act 2006: Trading Disclosures

30/09/2008

This update reviews the key provisions of the Companies (Trading Disclosures) Regulations 2008 that came into force on 1 October 2008. The Regulations set out trading disclosures that must be made by a UK company, principally in respect of the places and manner in which it must disclose it's registered name and other registration details. The Regulations also require companies to respond to enquiries about where their company records are kept available for inspection.

Director's Conflicting Interests

30/09/2008

Under the Companies Act 2006 (CA2006), from 1 October 2008, section 175 introduces a positive duty for a director to avoid a conflict of interest. In addition, section 177 and 182 deal with situations where a director has an interest in a proposed or existing transaction or arrangement (much more akin to s.317 of the Companies Act 1985 (CA1985)).

The Director, the controlling shareholder and their employment status

30/09/2008

It is not uncommon for Directors of smaller companies not to be employed on ordinary written employment contracts, but instead to rely for their remuneration on some form of loan from the Company (which has often been advanced in breach of the Companies Act 1985), which is then repaid at the end of the Company's financial year through a dividend paid to such Director.

Corporate Update Companies Act 2006 - Company Names Tribunal

30/09/2008

As you may be aware, the Company Names Tribunal (CNT) was set up under the Companies Act 2006 (the "Act") and began operating on 1 October 2008. The CNT is based at the UK Intellectual Property Office and deals with complaints in respect of opportunistic company name registration.

Corporate Update Companies Act 2006 - Key Benefits

30/09/2008

As you will be aware, the provisions of the Companies Act 2006 (the "Act") have been gradually coming into force since 1 January 2007. This update is intended to provide a summary of the key benefits which the Act is expected to bring to companies and their shareholders.

Corporate Update Companies Act 2006 - Financial Assistance

30/09/2008

As you will be aware, the provisions of the Companies Act 2006 (the "Act") have been gradually coming into force since 1 January 2007. Our thoughts are now turning to the changes which are due to be implemented on 1 October 2008. This update concentrates on the abolition of the financial assistance prohibitions for private companies.

Companies Act 2006 - Company Secretaries

30/09/2008

As you will be aware, the provisions of the Companies Act 2006 (the "Act") have been gradually coming into force since 1 January 2007. We are now concentrating on the next raft of provisions which have come into force on 1 October 2008 and which are of particular importance to company secretaries

Corporate Update Companies Act 2006 - General Update

30/09/2008

This update reviews the key provisions of the Companies Act 2006 (the "Act") and a number of additional formalities that have come into force on 1 October 2008.

Client Guide to Injunctions

07/08/2008

This Guide explains Injunctions in general terms

New consumer rights

20/05/2008

The new regulations will be introduced on 26 May 2008 and aim to protect consumers by prohibiting traders from indulging in a number of aggressive and misleading sales practices.

Summary of Some Relevant Tax Changes for the new Tax Year 2008/2009

20/05/2008

Companies Act 2006

20/05/2008

This update reviews the key provisions of the Companies Act 2006 that came into force on 6 April 2008 and the current position on the provisions due to come into force in October 2008 and October 2009.

Corporate Update - Companies Act 2006

01/04/2008

This update reviews the key provisions of the Companies Act 2006 that will come into force on 6 April 2008 and the current position on the provisions due to come into force in October 2008 and October 2009.

OFT clamp down on estate agents' commission

07/03/2008

The Office of Fair Trading ("OFT") recently announced that it has issued High Court proceedings against estate agents, Foxtons, challenging its residential lettings terms. If successful, estate agents can expect a dramatic overhaul of the way in which they are able to charge commission on residential lettings.

Corporate Manslaughter

07/03/2008

The Corporate Manslaughter and Corporate Homicide Act 2007 (2007 Act) comes into force on 6 April 2008. The 2007 Act introduces a new statutory criminal offence, replacing the existing common law offence of manslaughter by gross negligence, and is intended to make it easier for the authorities to successfully prosecute large organisations where a corporate management failing has led to death, by introducing a new test: that of a substantial senior management contribution to the company's breach of duty. Prosecutions will be heard in the Crown Court and decided by a jury. Corporate Manslaughter prosecutions will now be high on the agenda of the prosecuting authorities whenever there is a highly publicised incident involving the death of workers or members of the public.

National Consumer Council calls for OFT investigation on software licenses

22/02/2008

The National Consumer Council has claimed that many of the standard terms used by software providers in their licenses are unfair and fail to comply with UK consumer protection law, and has called on the Office of Fair Trading to investigate.

Execution of Deeds and Company Secretaries

06/02/2008

On 6 April 2008, further elements of the Companies Act 2006 will come into force. Two of the changes relate to (1) the method by which a company may execute a deed and (2) the requirement for a company to have a company secretary. In accordance with the general tenure of the Companies Act 2006, these changes are being introduced to provide private companies with greater flexibility in how they choose to operate.

Companies Act 2006 - Delayed Implementation

06/02/2008

A further tranche of the Companies Act 2006 was due to come into force on 1 October 2008 This has been delayed by a year.

A selection of deals completed in 2007

01/02/2008

New Tax Relief for Entrepreneurs

25/01/2008

The Chancellor has just announced the proposed changes to the capital gains tax regime which were previously announced in the 2007 Pre-Budget Report. The Chancellor has introduced a new Entrepreneurs Relief.

Hackney Legislation - Out of Touch Once Again

07/12/2007

When is an application for a hackney licence not an application?

Duties and Responsibilities of Directors of Private Companies

09/11/2007

The Companies Act 2006 introduces a statutory statement of directors' duties that will replace many existing common law and equitable rules. This note considers the new structure of directors' duties, their scope, their implementation and their possible implications.

Business correspondence rules have changed - make sure you comply!

05/07/2007

Certain sections of the Companies Act 2006 have come in to force which make changes to the information that companies must publish in correspondence and official communications.

Codification of Directors' Duties; Promoting the Success of the Company

05/07/2007

The Companies Act 2006 has put directors' duties on a statutory footing. The new law will come in to force in October 2007 and in theory has changed very little. However, it has still met with controversy, particularly in relation to the duty to 'promote the success of the company'.

Companies Act 2006 - Implementation Timetable

05/07/2007

Many people are aware of the existence of the new Companies Act 2006 which became law last November, but it is less well known that most of the provisions are not yet in force and will only come into force in a piecemeal fashion between now and October 2008.

West Firms Premium Rate Warning

12/03/2007

Local businesses should be aware they could be falling foul of guidelines set by the premium rate services industry watchdog, warns solicitors Ashfords whose offices are in Bull Wharf, Bristol.

Commercial Update - February 2007

16/02/2007

Neither a borrower nor a lender be" and certainly don't turn a blind eye to it.

New Act will require charities to prove they are of public benefit

13/11/2006

Charities throughout the West Country will have to prove they are for the public benefit under a new Act passed last week. After nearly two years going through Parliament, the new Charities Act 2006 has finally gained Royal Assent and is now on the statute books.

Ashfords advises on AIM Flotation

17/09/2006

Ashfords advised GMO Limited on its placing and admission to the Alternative Investment Market (AIM) of the London Stock Exchange last week.

Devon Professionals Advise on Acquisition of South West Shopfitters

20/03/2006

A Plymouth-based bespoke design and manufacturing company has been sold by its husband and wife co-founders.

Avoiding Culture Shock From VAT!

08/03/2006

West Country cultural organisations, such as art galleries and theatres, are being advised to review urgently the way in which they operate after a recent High Court decision that clarifies when VAT is payable on admission prices.

Ashfords advises China Education Group Ltd on its admission to Ofex

04/01/2006

Simon Rous, Partner at Ashfords acted for China Education Group Ltd in its admission to Ofex and Offer of Subscription of 822,355 7% Convertible Loan Notes of £1.00 each.