Ashfords In-house Legal Bulletin - November 2022

In this edition we bring you case updates on the controversial "fire and hire" practice, whether a minority discount should be applied when a minority shareholding is to be sold pursuant to compulsory transfer provisions, whether a collateral warranty constitutes a construction contract, and indemnity costs orders where a party’s inadequate in-house conduct of a disclosure exercise leads to an adjournment of trial. We also discuss practical issues related to the “registration gap” in property transactions and the steps property lawyers can take to mitigate the risks.

Court of Appeal holds collateral warranty is a construction contract entitling the parties to adjudicate

In a significant decision for the construction and development sector, the Court of Appeal has recently held that a collateral warranty constituted a construction contract for the purposes of the Housing Grants, Construction and Regeneration Act 1996. The decision is likely to have major implications for parties providing, and receiving, collateral warranties.

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Be careful with your in-house disclosure exercise

The High Court has shown that it is willing to make an order for indemnity costs where a party’s inadequate in-house conduct of a disclosure exercise leads to an adjournment of trial. In this article we look at the case of Cabo Concepts Ltd v MGA Entertainment (UK) Ltd and another [2022] EWHC 2024 (Pat) and discuss whether MGA's conduct was 'out of the norm'.

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Fire and Rehire – what should be considered when changing employee’s terms and conditions?

Using the recent Court of Appeal case USDAW and ors v Tesco Stores Limited [2022] EWCA Civ 978, in this article we consider the concept of 'firing and rehiring' and the risks that this process carries. We also consider what we can expect to see in the future in terms of a Statutory Code of Practice.

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How to mitigate risks associated with the Registration Gap

The time period between completion of a real estate transaction and its registration at HM Land Registry, known as the ‘registration gap’, can cause costly practical issues. Real Estate solicitor, Josh Wing, looks at some of the steps property lawyers can take to mitigate the associated risks.

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Compulsory share transfers – should there be a minority discount?

In this article we look at the cases of Monaghan v Gilsenan and Euro Accessories Ltd [2021] EWHC 47 (Ch) and Shanda Games Ltd v Maso Capital Investments Ltd [2020] UKPC 2 and see how these influenced the High Court's consideration as to whether a minority discount should be applied when a shareholding is to be sold pursuant to compulsory transfer provisions.

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For more information, please contact Suzie Miles.