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Ireland—Contract variation—checklist

Ireland—Contract variation—checklist This Checklist sets out the issues to consider when drafting a variation document to vary an underlying agreement. For a ‘how to’ guide on varying commercial contracts which signposts relevant content, see Practice Note: Ireland—How to vary a contract. Parties may consider contract variation for a number of reasons. For template variation documents, see Precedents: • Ireland—Variation agreement • Ireland—Deed of variation Variations can be drafted in letter form and this may be sufficient where the amendments are minor. Duplicate copies of the letter should always be provided and it is important to ensure that it is signed and returned before the variation is due to take effect. See Precedent: Ireland—Letter of variation. If the variation is solely to extend the term of the original contract, see Precedent: Ireland—Letter of extension. This Checklist is intended for use when varying a business-to-business agreement. Issues to consider The table below sets out the issues to consider when varying an agreement, including preliminary considerations, the difference between using a simple contract...

Corporate Insolvency and Governance Act 2020—resources for commercial contracts—checklist

Corporate Insolvency and Governance Act 2020—resources for commercial contracts—checklist This Checklist of resources sets out some of the considerations when drafting, reviewing and negotiating commercial contracts to reflect the restrictions on ipso facto provisions introduced by the Corporate Insolvency and Governance Act 2020 (CIGA 2020). Corporate Insolvency and Governance Act 2020—the impact for commercial lawyers CIGA 2020 introduced reforms to the Insolvency Act 1986 (IA 1986) including provisions to ensure the continuity of essential supplies and restrict contractual termination provisions on insolvency (so-called ‘ipso facto’ clauses). The provisions that are of most relevance to general commercial practitioners when drafting and negotiating contracts are: • contractual rights to terminate for an insolvency event, or do any other thing as a result of a customer’s insolvency (so-called ‘ipso facto’ clauses) in contracts for the supply of goods and services are no longer effective • the introduction of a company moratorium available to all companies to allow companies to formulate restructuring proposals without creditor pressure • the introduction of a restructuring plan, being a new...

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Data protection impact assessments—flowchart

Data protection impact assessments—flowchart This flowchart illustrates how to establish whether or not you need to conduct a data protection impact assessment (DPIA) in relation to a particular project, and how to conduct one if it is required. See also Precedents: Data protection impact assessment—DPIA and Data protection impact assessment—DPIA—short form, which is based on a template issued by the Information Commissioner’s Office (ICO). The ICO’s Data Protection Impact Assessments guidance sets out seven steps to conducting a DPIA, whereas the ICO’s Data protection impact assessments guidance sets out a nine-stage process, as shown above. The two processes are broadly the same but the latter is more intuitive and is adopted in this flowchart. Note 1: Identify the need for a DPIA If you have a data protection officer (DPO), ask them for advice. For further information, see Practice Note: How to complete a data protection impact assessment—DPIA—Who should conduct the DPIA? A DPIA is compulsory in the case of: • a systematic and extensive evaluation of personal aspects...

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CPR changes—April 2014 [Archived]

CPR changes—April 2014 [Archived] ARCHIVED: This archived Practice Note is not maintained and is for background information purposes only. Further, some of the links may not direct you to the provisions as at the date the guidance in this Practice Note was published. For further information on previous and/or subsequent amendments to the CPR, see: CPR updates—overview and Procedure Rule Committee minutes—overview. THIS PRACTICE NOTE HAS BEEN UPDATED IN LINE WITH SI 2014/867, PUBLISHED ON 2 APRIL 2014. April 2014 sees a number of changes to the CPR rules and practice directions over a number of different dates. Here, we set out a quick summary followed, for convenience, by the CPR changes in table format so the date on which changes occur are clear. The changes are made under SI 2014/407 unless stated otherwise. The SIs coming into force There are currently four SIs which are bringing changes to the CPR into force. It is anticipated that there will be a further one to deal with the new 28...

Trust and tax planning for landed estates

Trust and tax planning for landed estates FORTHCOMING CHANGE relating to abolition of furnished holiday lettings relief: As announced at Spring Budget 2024 on 6 March 2024, the government published draft legislation at Autumn Budget on 30 October 2024 effecting the abolition of the furnished holiday lettings regime. Subject to transitional rules, the changes will apply the finance cost restriction rules to loan interest in respect of properties, remove capital allowances rules for new expenditure (and allow replacement of domestic items relief), withdraw access to relief on chargeable gains for trading business assets and exclude property income from relevant UK earnings when calculating maximum pension relief. With effect from April 2025, income and gains from furnished holiday lettings will form part of a taxpayer’s UK or overseas property business and be treated accordingly. The changes will be introduced in Finance Bill 2024–25 and will take effect from 6 April 2025 for income tax and CGT, and from 1 April 2025 for corporation tax purposes. See News Analysis: Autumn Budget 2024—Private...

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Using client account as a banking facility—case studies

Using client account as a banking facility—case studies We must not use a client account to provide banking facilities to clients or third parties. This is a strict requirement of rule 3.3 of the SRA Accounts Rules, which applies to our general client account and any separate designated client accounts. Allowing our client account to be used as a banking facility carries the risk that we may assist money laundering or similar offences. You must be aware of and comply with our policy on anti-money laundering (AML), counter-terrorist financing (CTF) and counter-proliferation financing when receiving client or office money. [This includes our separate policy on receiving cash.] The SRA can impose heavy penalties for breach of rule 3.3. There does not need to be a direct risk of money laundering, etc or any suggestion of impropriety. A breach of rule 3.3 in itself is sufficient for the SRA to impose a penalty on the firm and/or any individuals involved. We must only receive money into our client account where...

Deed of contribution—founders

Deed of contribution—founders This Deed is made on [insert date] Parties 1 The several persons whose names and addresses are set out in the Schedule (together the Founders and each individually a Founder). background (A) The Founders have entered into, or will soon enter into, the Subscription and Shareholders’ Agreement with the Investor regarding their investment in the Company. (B) The Founders have agreed to regulate the manner in which Claims are dealt with under the Subscription and Shareholders’ Agreement and to allocate their respective liabilities arising from any Claim in accordance with the terms of this Deed. This Deed provides: 1 Definitions and interpretation 1.1 In this Deed, unless the context otherwise requires the following expressions shall have the following meanings: Agreed Proportion • means as regards each Founder, the percentage set out opposite that Founder’s respective name in the Schedule and the expression Agreed Proportions should be construed accordingly; Claim • means any claim under the Warranties [excluding Warranty [insert number]...

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What legislation has replaced sections 108 and 109 of the Anti-terrorism, Crime and Security Act 2001?

What legislation has replaced sections 108 and 109 of the Anti-terrorism, Crime and Security Act 2001? Effect of sections 108 and 109 of the Anti-terrorism, Crime and Security Act 2001 Sections 108 and 109 of the Anti-terrorism, Crime and Security Act 2001 (ACSA 2001) were passed to expressly give extra territorial effect to the common law corruption offence and offences under the Prevention of Corruption Acts. ACSA 2001, s 108: • provided that for the purposes of any common law offence of bribery, it was ‘immaterial if the functions of the person who receives or is offered a reward have no connection with the UK and are carried out in a country of territory outside the UK.’ • amended the section 1 offence under the Prevention of Corruption Act 1906 (PCA 1906) to enable the offence to be committed even where the principle’s affairs or business (or the agent’s functions) did not have any connection to the UK or were conducted outside of the UK • amended the definition...

Is there any case law or guidance on what is meant by ‘civil commotion’ in the context of force majeure clauses in an NEC contract?

Is there any case law or guidance on what is meant by ‘civil commotion’ in the context of force majeure clauses in an NEC contract? Force majeure is used to describe an event that occurs which is beyond the control of the parties, and which prevents them from fulfilling their contractual obligations. Although the NEC contracts do not use the term ‘force majeure’, they refer to comparable types of event—see Practice Note: Force majeure in construction contracts. We assume that the contract includes a Z clause providing for a definition of ‘force majeure’ which includes civil commotion. The phrase ‘civil commotion’ is also included within clause 80.1 as an Employer’s risk. We are not aware of any case law that considers the definition of ‘civil commotion’ within this clause. However, the concept of civil commotion has been considered by the courts in other contexts, including as an exclusion

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Tax weekly highlights—3 July 2025

This week's edition of Tax weekly highlights includes: (1) the Court of Appeal’s decision in Marlborough DP Ltd (concerning a tax avoidance scheme involving contributions to a remuneration trust), (2) News Analyses on previously reported decisions in JPMorgan Chase Bank NA (on the VAT treatment of certain intra-group supplies), Osmond and Allen (on main purpose under the transactions in securities rules) and Dolphin Drilling (on the meaning of ‘incidental to’ in the oil contractor tax rules), and (3) a proactive CIOT submission to HMRC on the non-domicile taxation reforms.

Banking and Finance weekly highlights—3 July 2025

This week's edition of Banking and Finance weekly highlights includes: (1) our cases round-up from June 2025; (2) the Hague Judgments Convention is now in force as of 1 July 2025; and (3) News analysis in the Eraaya Lifespaces v Elara Capital et al case which looked at an application by the bondholders to join proceedings to oppose the injunction application.