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ANO - pre-ordained transactions avoided CGT losses being caught by pre-entry loss rules

Published on 05 August 2019. By Adam Craggs, Partner

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In ANO (No1) Limited v HMRC [2019] UKFTT 406 (TC), the First-tier Tribunal (FTT) has held that a pre-ordained series of transactions implemented to avoid the application of Schedule 7A, Taxation of Chargeable Gains Act 1992 (TCGA) to pre-entry losses were effective.

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Inverclyde – Enquiry into LLP returns invalid as opened under incorrect statutory provisions

Published on 01 August 2019.

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In Inverclyde and another v HMRC [2019] UKFTT 0408 (TC), the First-tier Tribunal (FTT) has held that enquiries opened, and closure notices issued, to limited liability partnerships (LLPs) were invalid as HMRC should have enquired into the LLPs returns under paragraph 24, Schedule 18, Finance Act 1998 (FA 1998) and not section 12AC, Taxes Management Act 1970 (TMA).

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An innocent party is entitled to damages, even though performance of the contract is impossible

Published on 01 August 2019. By Geraldine Elliott, Partner and Eliot Henderson, Associate

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The Court of Appeal considered the proper interpretation of exceptions or force majeure clauses and provided guidance on the correct application of the compensatory principle of damages in Classic Maritime v Limbungan. Classic Maritime Inc v Limbungan Makmur SDN BHD & Anor [2019] EWCA Civ 1102

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Tax update - August 2019

01 August 2019

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In this month’s update we report on (1) HMRC’s summary of responses to its ‘protecting your taxes in insolvency’ consultation; (2) HMRC’s policy paper on the misuse of company insolvencies; and (3) HMRC’s new guidance on loan relationships and derivatives regime anti-avoidance rules.

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Court of Appeal guidance on liability of financial advice networks for appointed representatives

Published on 31 July 2019. By George Smith, Senior Associate

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In what circumstances is a financial advice network liable for the acts and omissions of its appointed representatives (ARs)? The Court of Appeal has today provided valuable guidance for those operating this business model. The decision will be welcomed by financial advice networks in confirming, in particular, that they are able to place restrictions on the business of ARs for which they have accepted responsibility.

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Corrado – Tribunal cancels follower notice penalties 

Published on 31 July 2019. By Adam Craggs, Partner

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In Giulio Corrado v HMRC [2019] UKFTT 275 (TC), the First-tier Tribunal (FTT) has set aside a follower notice penalty as the taxpayer's failure to take corrective action in response to a follower notice was reasonable in all the circumstances.

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Warshaw – preference shares equal to ordinary share capital and taxpayer entitled to entrepreneurs' relief

Published on 29 July 2019. By Michelle Sloane, Senior Associate

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In Steven Warshaw v HMRC [2019] UKFTT 268 (TCC), the First-tier Tribunal (FTT) has confirmed that as the relevant preference shares did not attract a fixed dividend, they could amount to ordinary share capital for the purpose of entrepreneur's relief (ER).

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Development Securities – Jersey-incorporated SPVs held not to be UK tax resident

Published on 26 July 2019. By Ben Roberts, Senior Associate

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In Development Securities plc and others v HMRC [2019] UKUT 0169 (TCC), the Upper Tribunal (UT) has held that a number of Jersey-incorporated companies were in fact resident for tax purposes in Jersey. This decision overturned the decision of the First-tier Tribunal (FTT), which had held that the companies were UK tax resident as a result of the central management and control (CMC) of the companies being exercised in the UK (through the companies’ parent). The UT took the view that the FTT had incorrectly concluded that the Jersey company directors had abdicated their decision-making responsibility.

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The Art of the (Settlement) Deal

Published on 26 July 2019. By Davina Given, Partner

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According to the English Court of Appeal, giving up a right which the debtor does not even know he has is sufficient consideration for settling a debt. But the vexed question of what amounts to "good" consideration remains uncertain enough for those entering into a contract always to consider whether good consideration has been given. If in doubt, pay a nominal amount.[1]

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Make the most of a mediation - 10 Top Tips

Published on 25 July 2019. By Geraldine Elliott, Partner and Emma West, Associate

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Preparation for a mediation is key- you get out what you put in. Here are our top 10 tips for making the most out of the mediation process to successfully settle your dispute.

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VAT update July 2019

23 July 2019

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In this month’s update we report on (1) the revocation of the VAT (Finance) (EU Exit) Order; (2) a recent HMRC Brief that clarifies HMRC’s policy on the scope of VAT for transport services; and (3) new regulations which amend the rules on when VAT adjustments may be made following a change to the price of goods and services.

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Carlsberg in the clear on the inappropriate targeting of under-18s

Published on 22 July 2019. By Oliver Bray, Partner and Alyson Lloyd, Senior Associate

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What steps do you need to take to ensure that age restricted products do not target the wrong audience?

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Pushing back on APP scams

Published on 18 July 2019. By Ian Dinning, Associate

An Authorised Push Payment (APP) is where a payer instructs their payment service provider, such as their bank, to send money from their account to another. These payments are usually made through the Faster Payment Service or CHAPS.

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"Alexa, my symptoms are…"

Published on 17 July 2019. By Chloe Scott, Trainee Solicitor

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Amazon has announced that Alexa will now provide its users medical advice directly from the NHS website. This blog looks at the potential impacts of this change.

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Is it time for a three day weekend?

Published on 17 July 2019. By Chloe Scott, Trainee Solicitor

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Reducing the number of days in work was an idea first explored by John Maynard Keynes in 1930 when he predicted that in the next 100 years the working week would only be 15 hours. Whilst his prediction has yet to come to fruition, an increasing number of businesses are switching to a four day week in light of claims of increased productivity and staff happiness.

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Corporate tax update July 2019

16 July 2019

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Welcome to the latest edition of our Corporate Tax Update, written by members of RPC’s tax team. This month’s report includes summaries of the recent decision of the Upper Tribunal on corporate tax residence in Development Securities plc, two ECJ decisions on cross-border loss relief and yet another decision on the application of the ‘IR35’ rules.

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Marks & Spencer – 'free' wine supplied as part of a promotional offer was subject to VAT

Published on 16 July 2019. By Nicole Kostic, Senior Associate

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In Marks and Spencer plc v HMRC [2019] UKUT 0182 (TCC), the Upper Tribunal (UT) has upheld the First-tier Tribunal's (FTT) decision that wine supplied 'free of charge' as part of a promotion was subject to VAT.

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MPs Vote to Lift Abortion Ban in Northern Ireland

Published on 15 July 2019. By Genevieve Isherwood, Associate

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Last Wednesday MPs in Westminster voted in favour of lifting the abortion ban in Northern Ireland by a majority of 332 votes to 99. The passing of the amendment has been hailed as a historic day for women's rights but what does it mean practically?

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OWD – HMRC unable to permit temporary trading pending appeal

Published on 12 July 2019. By Michelle Sloane, Senior Associate

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In OWD Ltd trading as Birmingham Cash and Carry (in Liquidation) and Anor v HMRC [2019] UKSC 30, the Supreme Court has held that HMRC does not have power under section 88C, Alcohol Duties Liquor Act 1979 (ALDA) or section 9, Commissioners for Revenue and Customs Act 2005 (CRCA), to permit temporary trading pending the determination of an appeal to the First-tier Tribunal (FTT) against HMRC's refusal to grant approval under the Alcohol Wholesalers Registration Scheme (AWRS).

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Guidance on misleading "faux fur" claims in clothes and accessories

Published on 09 July 2019. By Oliver Bray, Partner and Stuart Harris, Associate

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The Committee of Advertising Practice (CAP) has issued an Enforcement Notice advising that retailers should be careful as to how they may unwittingly advertise products as "faux fur" when they may actually contain real animal fur.

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Retail Compass Summer edition 2019

09 July 2019

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Welcome to the Summer 2019 edition of Retail Compass – our guide to key upcoming legal and policy changes affecting Retail and our thoughts on the need-to-know issues.

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Spurs suffer Champions League defeat to the Advertising Standards Authority

Published on 08 July 2019. By Stuart Harris, Associate and Charlie Gould, Trainee Solicitor

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Spurs' heartbreak in Madrid was not the only loss they suffered on their Champions League journey this year. A tweet from Spurs announcing their line-up for their knock-out game against Borussia Dortmund featured the gambling operator William Hill, and was ruled to contravene the CAP Code.

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FCA announces new rules on peer-to-peer lending

Published on 08 July 2019. By Ashley Daniells, Associate

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The FCA has published its policy statement on peer-to-peer (P2P) lending following a lengthy public consultation into the crowdfunding industry in general. The policy statement introduces a large number of new rules for P2P platforms and includes restrictions on direct marketing to non-sophisticated / high net worth investors unless they are receiving regulated advice, and ensuring such investors do not place more than 10% of their investable capital in P2P platforms.

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Brexit: A blessing or a curse for accountants?

Published on 08 July 2019. By Matthew Watson, Associate

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A recent survey has indicated that the accountancy profession is well placed to accommodate the uncertainties surrounding Brexit.

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Serving up the truth, the whole truth and nothing but the truth?

Published on 05 July 2019. By Davina Given, Partner

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The Court has reminded us that the duty of full and frank disclosure applies to any application made without notice to the other party. Although this is most typically an issue in applications for injunctions, permission to serve a claim out of the jurisdiction was recently set aside on the grounds of the claimant's failure to disclose to the Court a potential limitation defence to the claim.(1)

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The Medical Devices Regulation 2017 and good business practice

Published on 05 July 2019. By Peter Rudd-Clarke, Legal Director

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When it comes to risk management, businesses in general should take note of the issues covered by the Medical Devices Regulation 2017

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Haworth – Court of Appeal confirms HMRC misdirected itself and quashes payment notices

Published on 03 July 2019. By Adam Craggs, Partner and Constantine Christofi, Associate

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The recent unanimous judgment of the Court of Appeal in R (on the application of Haworth) v HMRC [2019] EWCA Civ 747, is the first successful judicial review challenge against follower and accelerated payment notices. The decision throws into question the way in which the relevant statutory provisions, contained in Finance Act 2014 (FA 2014), relating to follower and accelerated payment notices have been interpreted and operated by HMRC and as a consequence, many other notices may also have been issued by HMRC unlawfully.

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Tax update - July 2019

03 July 2019

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In this month’s update we report on HMRC’s updated guidance on the meaning of “ordinary share capital”, the Law Society’s response to HMRC’s off-payroll working rules consultation and changes to the principal private residence ancillary reliefs.

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RPC provides response to 'Online harms' consultation

02 July 2019

This consultation response is submitted on behalf of RPC's Tech Group*. RPC is an international law firm with offices in London, Bristol, Hong Kong and Singapore. RPC acts for a range of clients from start-ups to multi-nationals in the technology, media, and retail sectors and for their insurers. RPC's Tech Group provides specialist advice on regulation, content liability, commercial contracts, outsourcing, data protection, cyber, intellectual property, e-commerce, and investigations and disputes. Views expressed in this submission do not necessarily represent those of our clients.

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Reforms to the FA's Regulations on Working with Intermediaries

Published on 01 July 2019. By Joshua Charalambous, Associate and Charlie Gould, Trainee Solicitor

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RPC summarise the key changes to the FA's Regulations on Working with Intermediaries (the "Regulations"), and offer practical tips to agencies, clubs and players to manage their impact.

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Court of Appeal makes rare order for rectification, with interesting consequences…

Published on 28 June 2019. By Alan Williams, Partner and Rebecca Birkby, Senior Associate

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The Court of Appeal has ordered rectification resulting in one party being in breach of warranty and liable pay damages. In Persimmon Homes Limited v Hillier and Creed [2019] EWCA Civ 800, the dispute centred on whether all plots of land required to create a development site were intended by both parties to be included in a sale, when in fact two plots out of six were not included.

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What expenditure falls within ‘ordinary and proper course of business’ exception in freezing orders?

Published on 28 June 2019. By Simon Hart, Partner and Daniel Hemming, Senior Associate

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The cost of pursuing related arbitration proceedings and fighting extradition proceedings could be costs incurred in the ‘ordinary and proper course of business’ according to the Court of Appeal in Koza Ltd v Koza Altin.(1)

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Health and safety update June 2019

28 June 2019

Welcome to our June 2019 health and safety update where we look at the health and safety stories that have recently hit the headlines as well as the latest fines and sentences that have been handed down.

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Shop til' you Pop: Amazon's Electric Avenue

Published on 27 June 2019. By Simon Edwards, Partner and Rachael Ellis, Associate and Lucy Baughan, Trainee Solicitor

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Amazon is opening 10 pop-up shops in the UK, as a platform for over 100 small online brands to start selling via bricks and mortar. The pilot will run throughout the UK for around a year, with each pop-up opening for between six to eight weeks.

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High Court does not "lycra" unjust Part 36 offers

Published on 26 June 2019. By Ciara Cullen, Partner and Samuel Coppard, Associate

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In a recent High Court decision it has been held that parties must ensure that Part 36 offers are "genuine offers to settle" as the court will not order costs in circumstances where it is unjust to do so. Furthermore, the decision reinforces the significant weight that is given to whether or not an offeree accepts a Part 36 offer, regardless of whether relief is obtained by the offeree in the first instance.

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Ritchie - FTT guilty of procedural unfairness

Published on 26 June 2019. By Constantine Christofi, Associate

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In Ritchie v HMRC [2019] UKUT 007 (TCC), the Upper Tribunal (UT) has held that the First-tier Tribunal (FTT) had erred in finding that a loss of tax had been brought about by carelessness on the part of the taxpayers' professional advisers because, amongst other things, the carelessness of the advisers had not been adequately pleaded by HMRC and had not been put to any of the witnesses in cross-examination.

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'Green Finance' enters the mainstream

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

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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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The problem of integrity

21 June 2019

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Integrity is beginning to look like the indispensable quality that we could all do without.

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VAT update June 2019

21 June 2019

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In this month’s update we report on (1) amendments to the reduced VAT rate for energy-saving materials; (2) HMRC’s guidance on the VAT reverse charge on construction services; and (3) HMRC’s updated VAT Notice 700/1 – who should register for VAT.

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New pension transfer data – FCA's concerns remain

Published on 20 June 2019. By David Allinson, Senior Associate

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The FCA has published the results of data received from firms carrying out DB transfers and set out the next steps in its supervisory work.

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Retailers: beware the ban on gender stereotyping

Published on 19 June 2019. By Oliver Bray, Partner and Victoria Noto, Associate

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The Committee of Advertising Practice (CAP) has introduced a new rule, accompanied by Guidance, to combat negative gender stereotyping in ads. The test now (or rather from 14 June 2019 when the new rule comes into force) is whether the ad is "likely to cause harm" – a far lower threshold than the previous test of "widespread or serious offence".

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Derry - HMRC challenge to share loss relief claim flawed

Published on 18 June 2019. By Constantine Christofi, Associate

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In R (on the application of Derry) v HMRC [2019] UKSC 19, the Supreme Court has dismissed HMRC's appeal and confirmed that the taxpayer was entitled to claim share loss relief in the year in which the loss was incurred, rather than the following year.

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Government Consultation on Adding Folic Acid to Flour

Published on 18 June 2019. By Genevieve Isherwood, Associate

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Last week the government began a consultation on whether to introduce mandatory fortification of flour with folic acid to help reduce neural tube defects in foetuses.

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National Car Parks - Are overpayments consideration for VAT purposes?

Published on 14 June 2019. By Nicole Kostic, Senior Associate

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In National Car Parks Ltd v HMRC [2019] EWCA Civ 854, the Court of Appeal has confirmed that excess amounts paid by customers at pay and display car parks were consideration for VAT purposes.

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Court of Appeal upholds decision on importance of industry standard documents in conflicting jurisdiction clauses

Published on 13 June 2019. By Andy McGregor, Head of Civil Fraud and Steven Rajavinothan, Associate

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The Court of Appeal upheld the decision of the High Court[1], highlighting the risk that the English and Italian Courts may reach different decisions on the underlying factual background of related disputes even where the disputes could be said to fall under different agreements [2]. Therefore, parties need to appreciate that the English Court will put the certainty of industry standard documentation (such as ISDA Master Agreements) first such that it is dangerous to have different jurisdiction and/or governing law clauses in related agreements.

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FCA and PRA jointly fine bank for repeated outsourcing failings

Published on 12 June 2019. By Ashley Daniells, Associate

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R. Raphael & Sons PLC (Raphaels), one of the UK's oldest lenders, has been criticised and fined jointly by the FCA and PRA after it was found that the bank had failed to manage its outsourcing arrangements properly.

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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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Mergers and Acquisitions Update June 2019

Published on 06 June 2019. By Nigel Collins, Partner, Head of Japan Desk

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小売分野の取引で業界をけん引する当法律事務所は、変化と競争の激しいこの分野の事業に影響を及ぼす主な法改正や政策変更について、総合的な手引きをまとめている。以下は、当事務所の発行する「リテール·コンパス2019年夏号」 に掲載されたさまざまな話題の概要だ。詳細については、https://www.rpc.co.uk/ perspectives/retail-therapy/retail-compass-summer-edition-2019を参照されたい。

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Spotlight on private wealth - June 2019

06 June 2019

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Our quarterly update is designed to keep you up to speed with developments in disputes, and how you can avoid them, in the private client world.

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