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RPC Big Deal

Blog

Football, the beautiful investment game?

Published on 17 September 2019. By Alex Farrow, Associate and Courtney Bryan-Isaacs,

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Another football season is upon us and we dream of silverware to be won. However, planning for the next transfer window begins almost immediately for those clubs listed on a stock market. There are opportunities to increase their share price through new signings, managers and sponsorship deals.

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'Green Finance' enters the mainstream

Published on 25 June 2019. By Edward Colville, Legal Director and Lorcan Treacy, Trainee Solicitor

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With the UK's recent commitment to cut emissions to net zero by 2050, the financial sector is looking to 'green finance' to encourage investment in sustainable and environmentally-friendly businesses. Recent examples, like Nokia's €1.5 billion credit facility announced last week, show that environmental impact is becoming a key consideration for lenders and borrowers.

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National Security and Investment – the EU's response

Published on 07 June 2019. By Tim Anderson, Partner and Neil Brown, Partner

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National security concerns regarding Huawei continue to make headlines around the world, against the backdrop of an ongoing US / Chinese trade war. This blog looks at new EU rules on foreign investments which raise security or public order concerns.

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Stamp duty land tax (SDLT) avoidance and corporate property deals – the importance of timing!

Published on 21 May 2019. By Ben Roberts, Senior Associate

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The First-Tier Tribunal has, in a recent decision, caused something of a stir for clients and advisors familiar with the well-trodden (and, usually, tax-efficient) use of offshore unit trusts to hold UK property.

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More than you bargained for: the implied duty of good faith

Published on 26 April 2019. By David Wallis, Partner and Neil Brown, Partner

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The recent High Court decision in Bates v. Post Office (No. 3) confirms a general principle that if a contract is a "relational" contract then it will include an implied obligation of good faith. Previously, there had been doubt whether such a general principle exists, as historically this was not an approach recognised by the English courts.

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Derivative transactions – the obligation to report

Published on 25 April 2019. By Edward Colville, Legal Director

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As the recent £34.9m fine for Goldman Sachs shows, the FCA takes the obligation to report derivative transactions seriously. How does this affect parties who trade infrequently, and what changes to the reporting requirement can we expect post-Brexit?

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Brexit delay prolongs uncertainty for insurers

Published on 12 April 2019. By Neil Brown, Partner

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Yesterday's announcement of Halloween as the new deadline for Brexit will prolong uncertainty for many UK insurers.

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UK property – big tax changes for non-UK residents

Published on 05 April 2019. By Ben Roberts, Senior Associate

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From 6 April 2019, all gains from UK real estate realised on disposal by non-residents, whether residential or commercial property and whether by way of direct or "indirect" disposal, will be subject to UK capital gains tax or corporation tax.

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Blog

A licence to kill... a licence

Published on 11 March 2019. By Tim Anderson, Partner and Jason Varney, Senior Associate

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In the second of a number of short articles we are producing in relation to businesses in the tech space, we will be discussing a real life example of what not to do when diligencing a tech company and its third party IP licence agreements.

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Part Three: Five practical implications of side letters and most favoured nations clauses for fund investors and managers

15 February 2019

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In this third and final part of our series on side letters and most favoured nation (MFN) clauses in private equity funds, we examine five practical implications for investors and managers.

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Part Two: Side letters and fundraising

28 January 2019

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In this second of a three part series, we look more closely at side letters and most favoured nation (MFN) clauses in the private equity space.

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Part One: Overview of side letters & MFNs when investing in private equity funds

14 January 2019

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In the first of a three part series we consider the importance of side letters and most favoured nations (MFN) clauses in private equity funds.

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New regulations to permit assignment of receivables under commercial contracts now in force

Published on 11 January 2019. By Edward Colville, Legal Director

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After more than four years of consultation, draft regulations and revisions, the Business Contract Terms (Assignment of Receivables) Regulations 2018 (the Regulations) have now taken effect, and apply to all relevant contracts entered into on or after 31 December 2018.

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White Paper on National Security and Investment

Published on 17 December 2018. By Neil Brown, Partner and Charles Buckworth, Partner

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In our last blog, published on 11 December 2018, we explained the motivation behind the UK government's white paper on national security and investment. In this blog, we explain more of the detail in those proposals.

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A Signature Move in the Right Direction?

Published on 13 December 2018. By Jason Varney, Senior Associate

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Earlier this year the Law Commission published a Consultation Paper on the use of electronic signatures for the execution of written agreements. Whilst the Law Commission does provisionally conclude that in its view an electronic signature is capable of complying with existing law, it published the Paper in order to seek views on whether the current law inhibits the electronic execution of written contracts, and what concerns stakeholders have regarding the use of electronic signatures.

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Huawei and UK National Security - A new technology cold war?

Published on 11 December 2018. By Neil Brown, Partner and Charles Buckworth, Partner

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Chinese technology giant, Huawei, has been making plenty of headlines recently. First, a number of Western governments (including the US, Australia and New Zealand) have banned Huawei equipment from being used in 5G networks, citing national security concerns. Next, Huawei's CFO was arrested in Canada in connection with alleged breaches of international sanctions.

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Budget 2018 – 10 key business tax takeaways

Published on 08 November 2018. By Ben Roberts, Senior Associate

Abstract building

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Something out of the ordinary (share capital)

Published on 05 November 2018. By Ben Roberts, Senior Associate

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The term ordinary share capital is widely used in UK tax provisions. While the term has a statutory definition a recent table by the Chartered Institute of Taxation shows how HMRC has interpreted it in practice.

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Tech talent: To purchase or to hire…that is the question

Published on 02 November 2018. By Jason Varney, Senior Associate

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When acquiring tech companies & their human talent, there are some key considerations that buyers should take into account when formulating their M&A strategy

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Drafting: you do the maths

Published on 01 November 2018. By Neil Brown, Partner

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Chartbrook v. Persimmon provides a good example of why contracts can benefit from worked mathematical formulae to aid courts in interpreting key contractual clauses.

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Managing expectations: key considerations for early stage start-ups and their investors

Published on 30 October 2018. By Peter Sugden, Partner

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Peter Sugden discusses "good leaver / bad leaver" provisions in early-stage venture capital investment to help explain key terms for start-up business.

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