Edward Fennell’s LEGAL DIARY

Diary news plus insights, commentary and appointments from the legal world

February 17 2023

Editorial contact: fennell.edward@yahoo.com

SHORT THOUGHT FOR THE WEEK: IN DEFENCE OF STURGEON

A commentator in one of the broadsheets this morning observed that Nicola Sturgeon was only ‘good at politics’ and had no expertise in actually getting things done – hence the declining state of Scotland’s education and health systems and the economy as a whole.

It was a fair point – but only up to a point. Nicola Sturgeon was also a lawyer and respect for the law and the need to act lawfully was another hallmark of her regime. Hence she was not going to ‘do a Catalonia’ and organise an illegal referendum which merely heightened tensions.

Sadly it has been the politicians who claimed to ‘get things done’ – notably Brexit – but with a notably lax regard for the fine detail of the law who have created the bigger problems. Politics should be the art of the (legally) possible.

The LegalDiarist

In this week’s edition

+LEGAL DIARY OF THE WEEK

Backing for Black Talent

BIICL Reflects on Ukrainian Justice System

– Global lawyers optimistic about deal prospects

TLT Puts on the Style in Court

+ LEGAL COMMENT OF THE WEEK on Fords redundancies and insolvency statistics

+ CONTRIBUTED ARTICLE OF THE WEEK

The Compliance Challenge of registering overseas entities by Christobel Smales

+ APPOINTMENTS OF THE WEEK at Dechert and Debenhams Ottaway.

+ E-VENTS

Crisp & Co, support LGBT History month

Backing for Black Talent

Young black professionals of the future Image courtesy of Chobham (Harris) Academy, East Stratford

The Black Talent Charter has won the backing of  the London Solicitors Litigation Association (LSLA) which represents the interests of commercial and civil litigators in London.

Set up two-and-a half years ago by Brick Court KC Harry Matovu and Michael Eboda, the founder and CEO of Powerful Media, BTC aims to change the landscape for the recruitment and promotion of Black talent in the legal and financial sectors so as to increase significantly the representation of Black talent within the business community.

The LSLA joins the Corporation of London, Business London, London ‘Magic Circle’ firms and other leading law firms in backing the charter. Accountancy firms, banks and financial institutions, as well as barristers’ Chambers and other legal professional bodies such as The Bar Council, The Commercial Bar Association (Combar) and The London Common Law and Commercial Bar Association (LCLCBA) also offer their support.  

Harry Matovu KC

We are delighted that the LSLA has decided to be a major supporter and advocate of the Charter.,” said BTC Chair Harry Matovu KC. “ Our shared mission is to accelerate the creation of genuine equality of opportunity for talented Black professionals, who are disproportionately overlooked and underserved in the financial and professional sectors.  This cannot be achieved by individual firms and organisations acting independently, but it can be achieved by a broad coalition of firms and organisations working in collaboration.” 

The LSLA will now promote the mission of the Charter within its organisation and encourage its member firms to join as signatories and to highlight the need for diversity and inclusion in the legal profession, particularly in the litigation sector. “Harry Matovu KC of the Charter spoke powerfully at our recent annual dinner highlighting the urgent need for action to promote Black talent,”said Nicholas Heaton, President of the LSLA. “This issue needs to be addressed and the LSLA wishes to promote that objective by lending its voice to the cause.”

Fore more go to: https://blacktalentcharter.com/

BIICL Reflects on Ukrainian Justice System

The British Institute of International and Comparative Law (BIICL) has released details of a Roundtable which it hosted on “Ukrainian courts and the justice system during a war”.

Chaired by BIICL President, The Right Hon. Lord Neuberger of Abbotsbury, the former President of the UK Supreme Court it was attended by a delegation of senior judges and politicians from Ukraine, led by the President of the Ukrainian Supreme Court, Vsevolod Knyazev. the Ambassador of Ukraine to the United Kingdom, Vadym Prystaiko and Sergii Ionushas MP, Head of the Legal Reform Commission.

The issues discussed included:

·         The setting up of a specialised international tribunal for crimes of aggression and other international mechanisms for prosecution of war crimes;

·         Sanctions and mechanisms for reparations, seizures and asset recovery;

·         Capacity of Ukrainian courts and enforcement agencies to prosecute war crimes;

·         The setting up of the judicial institutions, namely the High Council of Justice and High Qualification Commission of judges, responsible for selecting, vetting and appointment of judges;

·         Capacity building of Ukrainian judiciary including training programmes for judges, implementation of digital technology in the work of courts;

·         Setting up of a specialised court on IP and investment to support the technological development and reconstruction of Ukraine.

“At BIICL, our scholars work on a broad range of international law issues, including state responsibility, displaced persons, cultural heritage, business and human rights, laws of war and other important and contemporary topics,” said Lord Neuberger. “We will continue to engage with leading international and Ukrainian experts…to provide expert support and advice to Ukraine, while at the same time learning from developments in law and practice in Ukraine”

Global lawyers optimistic about deal prospects

Notwithstanding the global economic situation, many experts believe that the number of deals across public and private transactions will either remain steady or increase according to a new worldwide report from Lex Mundi, the network of independent law firms. While ESG pressures (3%), political environment (9%) and valuation expectation gaps (13%) all present challenges the biggest threat by far to the markets comes, nonetheless, from inflation, interest rate rises and geopolitical tensions which are destabilising markets.

“Given the turbulence caused by rising interest rates and inflation in the global economy, it is not surprising that a majority of practitioners identify these factors as key influencers of the transactional landscape for 2023,” said Jenny Karlsson, Lex Mundi’s Head of North America within the Global Markets team. “However, our report reveals that many practitioners are largely optimistic and anticipate at least as many deals in the year ahead, if not more. This positive outlook bucks the conventional wisdom that financial turmoil leads to a decline in transactions. Overall, our report suggests that, despite the current challenging environment, many dealmakers remain willing to take risks and invests.”

In Europe half of deal activity took place in the technology, media and telecoms industry (50%), followed by energy (20%). Meanwhile in relation to purely legal concerns, only in Europe did practitioners place due diligence as a more pressing concern over transactions structuring (12% and 9% respectively).

To see in full the 2023 predictions from LexMundi member firms across each of the key regions, download the fourth annual edition of the Lex Mundi Global M&A Trends Report. More than thirty Lex Mundi firms are represented in England.

TLT Puts on the Style in Court

Continuing our fascination with curious IP stories The Legal Diary is happy to report – stylishly – that Adam Frisby, Founder of fashion brand  In The Style has been vindicated in the High Court in his case against Paul Clements who had claimed that the name and concept for the business were originally his.

The business floated in 2021 and Clements had asserted that Frisby should account to him for what was realised upon the floatation putting that figure at a cool £125M.

Following a five-day trial in the High Court in Manchester, Clements was sent away with a flea in his ear with the Judge finding that Clements had played no part in the idea or development of In The Style. Indeed he concluded it “likely” that In The Style’s stock-market flotation in 2020 “formed the motivation” for Mr. Clements asserting a claim against Adam Frisby. (A not entirely unreasonable explanation in the considered view of the Legal Diary’s legal adviser).

Although I never doubted these fraudulent claims would be dismissed entirely, I cannot begin to tell you how gut-wrenching this process has been over the last 18 months,” commented Adam Frisby who had been advised by TLT.To know that someone has been trying to deceitfully undermine the story behind In The Style – one that I am so incredibly proud of – has been really hard to cope with. Whilst it hurts that someone tried to take away from this story with a bare faced lie, I am so thankful this nightmare is now over.”

Julien Luke, partner at TLT commented: “I am delighted with the judgment and this victory for Adam. His is a real success story; having started the business of In The Style in his bedroom and then working tirelessly to develop and grow it such that the business floated in 2021. The judgment vindicates Adam and his stance that he would not be intimidated into making payment in the face of this false claim. I am proud to have led the TLT team in order to achieve this fantastic result for our client.”

LEGAL COMMENT OF THE WEEK

TOPIC: The announcement by Ford that it will be cutting jobs

COMMENT BYMike Tremeer, Employment Partner,  Fladgate

“This is just the latest announcement from a big company that is to make large cuts to employee numbers.  Twitter, Meta, Microsoft and others have already announced similar programmes.

Many have been expecting these large scale restructures and redundancy processes since the lockdowns of 2020 and 2021. However, the Government’s furlough scheme and support extended to employers during the pandemic was successful in delaying them for a period.

Inflation, rising costs and further turmoil throughout 2022 and 2023 appear to have been the final straw for these employers who will all be feeling pressure from shareholders to remain competitive and preserve profit margins.

Apparently up to 1,300 UK roles will be at risk in the next three years and it appears that Ford are expecting for most of those to be achieved through voluntary redundancy.  Perhaps an early exit will be appealing to those approaching retirement.  But younger employees might be less willing to consider volunteering for redundancy if the job market continues to deteriorate. Ford might have to consider increasing their enhanced redundancy package if they hope to limit the number of compulsory redundancies that will be necessary.”

TOPIC: The latest insolvency figures

COMMENT BY: Jeremy Whiteson, Restructuring and Insolvency Partner, Fladgate

“Data on registered insolvencies for January 2023 were published on 14 February. 1671 corporate insolvencies were registered. That is 7% higher than in the same month the previous year and 11% higher than January 2020 (being the last pre-covid comparison). It is, however, 15% lower than in December 2022.

As government imposed restrictions on creditor remedies during the pandemic period were all removed by March 2022, an increase in insolvency figures around that date was expected- and occurred. High levels of corporate insolvencies were reported monthly in 2022.”

CONTRIBUTED ARTICLE OF THE MONTH

The Compliance Challenge of registering overseas entities

by Christobel Smales

Chrsitobel Smales

Time flies when you’re having fun or so the saying goes. How much “fun” regulatory bodies and property stakeholders alike have had grappling with the legal, practical and technical issues of registering on the in the last 6 months or so is debatable!

The overseas entity regime has created a new compliance challenge for OEs involved in owning, buying, selling, charging or otherwise disposing of interests in land or property in the UK. 

The deadline for registration has passed however there are still a significant number of OEs yet to register. Whilst in some cases the registration process is straightforward, often overseas entities have sophisticated beneficial ownership structures and the verification and registration process can therefore be complex, time consuming and costly. Underestimating the process could go some way to explaining why so many OEs are yet to have completed their registrations.

Aside from the fact that failing to comply with the registration requirements could give rise to criminal sanctions, including fines and/or prison sentences on those non-compliant OEs, the impact of the backlog of OEs yet to register is twofold. The first is that those entities involved in advising OEs and in particular those providing verification and registration services remain under a significant amount of pressure and in some cases are not taking new instructions. The second is that those acting for OEs or acting for those transacting with OEs are preparing for transaction timelines to slip.

We anticipate that pressures on the registration process are likely to present significant challenges to many corporate, real estate and banking transactions in the coming months. In the meantime, the Economic Crime and Corporate Transparency Bill simmers in Parliament as a potentially transformative piece of legislation which will undoubtedly strengthen the Government’s response to economic crime in the UK. It therefore seems likely that there will be more grappling to come!

Christobel Smales is legal director at Cripps

APPOINTMENTS OF THE WEEK

DECHERT

I

Saira Henry

Saira Henry is joining Dechert’s antitrust/competition practice as a partner in London. Previously with Orrick, Herrington & Sutcliffe, Henry’s expertise includes both merger clearance and anti-competitive conduct matters working both in the UK before the Competition and Markets Authority, where she completed a secondment in 2019, and before the European Commission in Brussels.

She received an LLB with Honours in Law and European Studies and an LLM in European Law with Distinction from the University of Surrey in 2007 and 2008, respectively. She has been recognized as a leading antitrust and competition law practitioner including by The Legal 500 UK.

“I’m very excited to join Dechert,” she said. “The antitrust/competition practice is known for its excellent practitioners. This strength is reflected in their standout antitrust and merger clearance achievements in the U.S. and the EU. It is thrilling to join such a team, and help expand Dechert’s antitrust presence in the UK and the EU. Considering the rise in antitrust enforcement post-Brexit, and the increasingly complex regulatory and enforcement environment more generally, most notably in the technology sector, the timing couldn’t be better.”

DEBENHAMS OTTAWAY

Stacey St. Clair

Stacey St Clair has joined the divorce and family law team at Debenhams Ottaway as a Partner. Previously with Hawkins Family Law, St. Clair is an experienced divorce and family lawyer who specialises in high value matters including pre and post nuptial agreements, private children work such as contact, residence, international relocation and complex welfare issues involving children. She will work with the Debenhams Ottaway team as they continue their focus on contested divorces involving significant assets, often with complicated business interests and challenging child arrangements with an international element. 

Debenhams Ottaway has a clear vision and ambitious growth plans and having the right people is key to achieving this,” saysHelen Young, who leads Debenhams Ottaway’s divorce and family law team. “Our people and clients are at the heart of Debenhams Ottaway’s success and Stacey joining the team reflects our continued commitment to building a team of talented lawyers to help our wealthy clients who are facing relationship breakdown or other family conflict.” 

The Debenhams Ottaway team received top tier rankings in the 2023 editions of Chambers and Partners and The Legal 500.

E-VENTS

CRISP & CO

Family law specialist lawyers, Crisp & Co, support LGBT History month by answering common legal queries for the LGBT+ community.

Answers can be viewed via this landing page, and there will also be a free webinar hosted at the end of the month for interested parties to have their own queries addressed.

The questions covered within the landing page surround divorce, child arrangements, cohabitation rights, and more.

What happens when a person changes gender during an originally heterosexual marriage is a question many may wish to know the answer to, and it is revealed that, if a person wants to change their gender after marriage, be they in a same-sex or opposite-sex marriage, their legal rights as a spouse are not affected. If, however, the relationship subsequently breaks down irretrievably, it may be possible to end the marriage by an annulment, and not just a divorce.

For more answers like this, Crisp & Co are hosting a complimentary Q&A webinar on the 23rd February at 5:30pm.

The webinar, which will be hosted over Zoom, is free to attend for anyone interested. There will be a chance for viewers to ask questions during the session, we just ask attendees sign up here: https://us02web.zoom.us/j/84744624806?pwd=SUF2UDZDL0pIR3VvQnpxUFJQUjd4QT09

We hope that you have found this edition of the LEGAL DIARY interesting and useful. If so, please relay on to colleagues

We will be back next week so please send your legal diary stories and legal insights and commentary to

fennell.edward@yahoo.com

Enjoy the weekend