register Definition

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Establishing a share incentive plan (SIP) and granting SIP awards—all-encompassing resource pack

Establishing a share incentive plan (SIP) and granting SIP awards—all-encompassing resource pack For more general information on share incentive plans (SIPs), see Practice Note: What is a share incentive plan? Step Details of step Lexis®PSL resources required to implement step Timing of step 1 Determine whether the company qualifies to operate a SIP. The SIP regime is prescriptive and sets out numerous requirements that must be met at the time the awards are granted, including in relation to the company granting the awards. It is essential to establish whether the company whose shares are being granted under award qualifies to operate a SIP first. The proposed award holder(s) must also meet certain requirements in order to be granted SIP awards. For further detailed information on the SIP eligibility requirements relating to the company, see Practice Note: SIPs—qualifying companies and type of shares. For further detailed information on the SIP eligibility requirements relating to the employee, see Practice Note: SIPs—who can be granted an award? For a checklist...

Option agreements—acting for the buyer—checklist

Option agreements—acting for the buyer—checklist Call or put option? In a 'call' option the buyer will have control in that it may call for a transfer of the property. A 'put' option gives the seller control in that it can require the buyer to take a transfer of the property and therefore the buyer should be especially vigilant in ensuring that the terms for the transfer (particularly those relating to valuation and, if appropriate, insurance) are as favourable as possible. Seller's charges If the property is already mortgaged at the date of grant of the option agreement, there is a risk that the mortgagee may overreach the option by exercising its power of sale. Therefore ensure that the mortgagee either: • joins into the agreement (this is rare in practice), or • provides written consent to the granting of the option In either case, the mortgagee should confirm that if the buyer exercises the option it will acquire the property free from the charge or, if the mortgagee...

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Personal data breach management—workflow

Personal data breach management—workflow This Flowchart illustrates how to manage a data protection breach under the UK General Data Protection Regulation (UK GDPR). It reflects reporting and recording requirements under the UK GDPR together with data breach management guidance issued by the Information Commissioner's Office (ICO). It maps out a process, providing guidance and links to relevant precedents for each stage of that process. It can also be used for cybersecurity breaches. See Precedents: Personal data breach plan, Data breach report form—internal and Data breach assessment and action plan, which guide you through each stage of this workflow. Note 1—assemble data breach team The first step is to assemble your data breach team. Consider who within the organisation would be best placed to react swiftly to the breach and who should be involved with the subsequent investigation. This will often involve input from specialists across the business such as IT, HR and compliance/legal and, in some cases, contact with external stakeholders and suppliers. Precedent: Personal data breach plan encourages...

Maintaining the PSC register—flowchart

Maintaining the PSC register—flowchart View or print a full size PDF version: The flowchart summarises the main steps for a typical company in identifying people with significant control (PSCs) or relevant legal entities (RLEs) so as to update the company’s PSC register and provide details to the Registrar of Companies in relation to the central register. Note however that eligible Scottish partnerships (which are covered by the PSC regime) are not required to keep a PSC register of their own but are only required to deliver PSC information to Companies House for the central register. One of the corporate forms covered by the PSC regime until the end of the Brexit transition period was the Societas Europaea (SE). However any SE still registered in the UK at the end of transition period automatically converted into a UK Societas. For further details on the conversion of SEs to UK Societas see Practice Note: UK Societas. The Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023) received

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Managing conflicts of interest in pensions

Managing conflicts of interest in pensions THIS PRACTICE NOTE APPLIES TO TRUST-BASED OCCUPATIONAL PENSION SCHEMES Legal requirements in relation to conflicts of interest Pension scheme trustees have a duty to act in the best interests of the scheme's beneficiaries. However, trustees may owe duties to other parties or have personal interests which conflict with that duty. It is a general principle of trust law that trustees should not put themselves in a position where their duty to act in the best interests of beneficiaries conflicts with duties that they owe to other parties or with their personal interests. If trustees make decisions while subject to a conflict of interest that has not been appropriately managed, there is a risk that those decisions may be challenged by scheme members or overturned by the courts. It is important that the members of a scheme should perceive a conflict or potential conflict as having been properly managed. The directors of a company that acts as a trustee of a...

Preparing for the auditors—in-house lawyers

Preparing for the auditors—in-house lawyers One of the key dates in your organisation’s calendar is the date of the annual audit. An important part of the auditors’ role is to ensure that your organisation’s processes are fit for purpose. Central to that is your organisation’s approach to legal matters and legal risk. As an in-house lawyer, you need to prepare for the auditors’ visit because inevitably they will want to meet with you. While each audit firm has its own standard set of questions for in-house lawyers, the questions tend to follow certain themes, eg: • your risk register • litigation • applicable law and regulation • contracts • intellectual property (IP) • legal work process • your knowledge and experience Since joining your organisation, you have hopefully had the opportunity to meet with the key directors and heads of function. Those meetings will have given you the opportunity to find out more about many of the issues the auditors will be interested in. See Practice...

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Consultancy agreement—company and individual—pro-client (short form)

Consultancy agreement—company and individual—pro-client (short form) [ON HEADED NOTEPAPER OF CLIENT COMPANY] [Insert consultant’s name] [Insert consultant’s address] [Insert date] Dear [insert consultant’s name] [ Consultancy agreement OR Insert name of project ] Further to our recent discussions, I am pleased to confirm the terms of our agreement regarding the provision of your consultancy services to [insert name of client company] (Company). 1 Term 1.1 [Subject to the terms set out in this letter, your engagement [will commence OR commenced] on [insert date] and will continue unless or until either party gives to the other not less than [insert number] [weeks’ OR months’] prior notice in writing. OR 1.2 Your engagement will be for a fixed period of [insert number] months from [insert date], subject to the terms of this letter and subject to the right of either the Company or you to give to the other not less than [number] [weeks’ OR months’] notice in writing during such fixed period terminating the...

Distribution agreement—non-exclusive—short form

Distribution agreement—non-exclusive—short form This Agreement is made on [date] Parties 1 [insert name of party] [of OR a company incorporated in England and Wales under number [insert registered number] whose registered office is at] [insert address] (Manufacturer); and 2 [insert name of party] [of OR a company incorporated in England and Wales under number [insert registered number] whose registered office is at] [insert address] (Distributor); each of the Manufacturer and the Distributor being a party and together they are the parties. Background (A) The Manufacturer manufactures [and supplies] the Products. (B) The Distributor has agreed to distribute the Products on a non-exclusive basis in the Territory in accordance with the provisions of this Agreement. The parties agree: 1 Definitions 1.1 In this Agreement: Active Sales • has the meaning given in Article 8(7) of VABEO; Affiliate • means any entity that directly or indirectly controls, is controlled by, or is in under common control with, another entity where “control” means the beneficial ownership of...

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Can we have a COLP who works part-time?

Can we have a COLP who works part-time? All firms must have a compliance officer for legal practice (COLP), authorised by the SRA. This Q&A explains whether your COLP has to be full-time or whether you can appoint someone who works on a part-time basis. It also explains whether you have to notify the SRA is your existing COLP reduces their working hours. What do the rules say? The SRA Authorisation Rules are prescriptive about the COLP’s status (manager or employee of the firm as defined in the SRA Glossary) but not about their hours and there is no formal requirement for the COLP to work full-time. The question, however, is whether the COLP can discharge their regulatory duties on a part-time basis. These duties are: • take all reasonable steps to ensure compliance with the SRA Handbook (apart from the Accounts Rules), terms and conditions of the firm’s authorisation and other relevant legislation/regulation • report material compliance failures to the SRA as soon as reasonably...

When an organisation wishes to add several branches to its Sponsor Licence, can this be done ‘in bulk’ (via one report on the Sponsor Management System and then a single submission of supporting documentation relating to each of the new branches), or must an individual SMS report be made for each new branch?

When an organisation wishes to add several branches to its Sponsor Licence, can this be done ‘in bulk’ (via one report on the Sponsor Management System and then a single submission of supporting documentation relating to each of the new branches), or must an individual SMS report be made for each new branch? Practice Note: Applying for a sponsor licence under Workers and Temporary Workers: eligibility and suitability notes that an organisation which has different subsidiaries, location offices or campuses (all of which are termed 'branches' for these purposes) in the UK can choose to register: • all its branches together under one licence • all its branches separately, or • several of its branches together, eg by location The relevant section of the sponsor guidance is at Workers and Temporary Workers Sponsor Guidance, Part 1, Organisations with multiple branches. Where a sponsor wishes to add new branches subsequent to the grant of a licence, the Practice Note: Workers and Temporary Workers sponsor duties: sponsor changes of circumstances notes that...

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Law Society responds to MoJ consultation on private prosecution reforms

The Law Society of England and Wales has published its response to the Ministry of Justice’s (MoJ)’s consultation on the oversight and regulation of private prosecutions within the criminal justice system, calling for enhanced safeguards following the Post Office Horizon scandal. The Law Society’s response supports the introduction of accreditation requirements—aligning standards with the Crown Prosecution Service (CPS), establishing a new code of practice and creating a register of prosecutors. Law Society President, Richard Atkinson emphasised that these measures are needed to prevent future miscarriages of justice and ensure prosecutions serve the public rather than organisational interests.

OSCR updates charity trustee disqualification guidance ahead of 2025 legal changes

The Scottish Charity Regulator (OSCR) has published updated guidance on automatic disqualification criteria for charity trustees and senior managers, reflecting changes under the Charities (Regulation and Administration) (Scotland) Act 2023. The guidance, which takes effect in summer 2025, extends disqualification provisions beyond trustees to include those in senior management functions. New disqualification criteria have been added to cover terrorism-related offences and to include individuals listed on the sex offenders register. OSCR has also revised its waiver application process for disqualified individuals seeking permission to act in charity roles. The changes amend the Charities and Trustee Investment (Scotland) Act 2005, with non-compliance punishable by a fine, imprisonment, or both.

GLOSSARY

What does register mean?

View the related checklists about register

Establishing a share incentive plan (SIP) and granting SIP awards—all-encompassing resource pack

Option agreements—acting for the buyer—checklist

View the related flowcharts about register

Personal data breach management—workflow

Maintaining the PSC register—flowchart

View the related practice notes about register

Managing conflicts of interest in pensions

Preparing for the auditors—in-house lawyers

View the related precedents about register

Consultancy agreement—company and individual—pro-client (short form)

Distribution agreement—non-exclusive—short form

View the related q&as about register

Can we have a COLP who works part-time?

View the related News about register

Law Society responds to MoJ consultation on private prosecution reforms

OSCR updates charity trustee disqualification guidance ahead of 2025 legal changes

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GLOSSARY

register definition

What does register mean?

View the related checklists about register

Establishing a share incentive plan (SIP) and granting SIP awards—all-encompassing resource pack

Option agreements—acting for the buyer—checklist

View the related flowcharts about register

Personal data breach management—workflow

Maintaining the PSC register—flowchart

View the related practice notes about register

Managing conflicts of interest in pensions

Preparing for the auditors—in-house lawyers

View the related precedents about register

Consultancy agreement—company and individual—pro-client (short form)

Distribution agreement—non-exclusive—short form

View the related q&as about register

Can we have a COLP who works part-time?

View the related News about register

Law Society responds to MoJ consultation on private prosecution reforms

OSCR updates charity trustee disqualification guidance ahead of 2025 legal changes

Call us on

Popular Links

HELP & SUPPORT

LEGAL SOLUTIONS

Policies