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Greene & Greene is a long established firm of solicitors based in Bury St Edmunds, Suffolk. Our lawyers advise individuals and businesses based all over the UK.

We regularly attract new clients who have been using firms in London, but now receive a more cost efficient and more personal service from us here in Bury St Edmunds.

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Entries in Business (36)

Wednesday
May042016

Business Workshop in Bury St Edmunds

On Thursday 19 May we will be jointly hosting a free workshop in Bury St Edmunds with business consultancy Business Doctors and Larking Gowen Chartered Accountants for owners of SMEs, focussing on how owners can save time and increase the value of their business by reviewing their management strategy.

As part of the workshop, Andrew Cooper, a partner in our Corporate & Commercial team, will be giving a presentation on the importance for SMEs of putting in place the correct legal documents and framework.  Andrew will explain how the right legal structures can improve efficiency and increase the value of your business.

Further details of the workshop, and on how to book a place, can be found here.

Contact Andrew Cooper for Corporate & Commercial advice on 01284 717511 or email andrewcooper@greene-greene.com.  Follow Greene & Greene on Twitter @greenegreenelaw or LinkedIn (www.linkedin.com/company/greene-&-greene).

Wednesday
Apr062016

Law Changes For Businesses

The Small Business, Enterprise and Employment Act (‘SBEE’) brings in a number of changes for companies and LLPs throughout 2016.  These, in part, are aimed at increasing transparency in companies, simplifying company filing requirements and amending the directors’ disqualification regime.

Who do the changes apply to?

Do not be fooled by its name - the SBEE makes changes to company law and corporate governance that will impact almost all companies and LLPs.  Whatever the size of your business you should take careful note of what is new.

What has changed?

Register of Persons with Significant Control (‘PSC)

As of today, 6 April 2016, all companies and LLPs (excluding Official Listed and AIM traded companies) must keep a statutory register of all persons who hold significant control in their organisation.

In outline, a person will have significant control if:

• they hold 25% of the:

          - voting rights or shares (in the case of a company); or

          - voting rights or the right to receive 25% of the surplus assets (in the case of an LLP); or

• they have power to appoint or remove a majority of:

          - the board (in the case of a company); or

          - those involved in management (in the case of an LLP); or

• they exercise, or have the right to exercise, significant influence or control over a company or LLP.   

Individuals who indirectly hold shares through trusts or through a chain of companies may be deemed to be a PSC.

From 30 June 2016 the information contained within the PSC register must be available at Companies House through the company’s or LLP’s next annual confirmation statement (a replacement for the annual return - see below).  You must keep the PSC register up-to-date and note any changes to Companies House annually in the confirmation statement.  You must also keep the register accessible and must provide a copy of it within five working days of anyone requesting to see it.

These provisions, alongside the abolition of bearer shares which were introduced last year, demonstrates the government’s commitment to increasing transparency in UK corporates. It makes it increasingly difficult for individuals to be involved in companies and LLPs anonymously. Those individuals wishing to remain anonymous to the public for reputational reasons, to stay invisible to tax authorities or to hide investment profiles from family members or former spouses, may have to rethink the best way to protect their interests going forward.     

Most companies and LLPs will simply be required to list its shareholders and/or directors.  However, for companies and LLPs with complex group structures, close involvement of lenders, offshore shareholder interests or where shares are held in trust, this is an area of compliance that will require further analysis.  Failure to comply will be a criminal offence and could lead to a fine or, in severe cases, a prison sentence.

For more information on what to include in the PSC register, to receive a complimentary template register (only appropriate for simple structures) or if you would like to instruct us to draft your PSC register for you, please get in touch using the contact details below.

Companies House Filing Requirements

Accountants and lawyers will be interested to note that the SBEE makes a number of changes to Company House filing requirements in an attempt to simplify the process.  For example, annual returns will be abolished in June 2016 and replaced by the more flexible ‘confirmation statement’.  Furthermore, and as mentioned above, private companies will have the option to keep certain registers (such as the register of members) at Companies House rather than at their registered office or nominated inspection location.  

Abolition of Corporate Directors

From October 2016, subject to certain exceptions, all directors of UK companies must be natural persons.  If you are involved with a company which has a corporate director you have 12 months from when the provision takes effect to ensure it is removed.  

Gender Pay Gap Reporting

The SBEE requires the government to implement regulations requiring larger organisations to publically report their gender pay gaps.  The regulations were released in draft earlier this month.  To read more about this please click here.

More Information

For more information on the SBEE, or if you require assistance in preparation for the above changes, please contact Megan Radcliffe, Solicitor at Greene & Greene (meganradcliffe@greene-greene.com ~ 01284 717509).  To find out more about Greene & Greene please view www.greene-greene.com and follow @greenegreenelaw on Twitter.

Please note that this article is applicable as at 6 April 2016, is for general information only and does not provide an exhaustive list of the provisions implemented by the SBEE.   This article should not be used in substitution for detailed analysis of the SBEE, the amended Companies Act 2006 or any other associated act, regulation or guidance.

Wednesday
Mar022016

Gender Pay Gap Reporting

Last month the government published the draft Equality Act (Gender Pay Gap Information) Regulations 2016.  The regulations aim to tackle the gender pay gap in the UK.  Estimates from the Office of National Statistics suggest the current gap in pay between men and women is 19.2% for full-time and part-time workers. 

The regulations require all companies with over 250 employees: 

  • to publish annual statistics about their gender pay gap; 
  • to publish this information on a public website;
  • to ensure this information remains on the public website for at least three years; and
  • to share this information with the government  (the results will be ranked in a league table). 

Timescale 

The regulations are expected to come into force in October 2016.  

Employers are required to have a snapshot of their gender pay gap information prepared as at 30 April 2017 and publish the first reports within 12 months of that date.  Therefore, the first set of gender pay gap data is to be published no later than 30 April 2018. 

Information 

Employers will need to publish the following sets of data: 

  • the gender difference in mean and median hourly pay;
  • the gender difference in mean bonus pay over the preceding 12 months;
  • the proportion of male and female employees who received a bonus in preceding 12 months; and
  • the number of men and women working across quartile pay bands.

No penalties for non-compliance

Employers will not be obliged to provide a commentary on their figures and there will be no penalties for non-compliance.  This has drawn criticism from those who think employers should be made to explain why pay gaps exist in their workplaces and what action they will take to reduce the gap.

It remains to be seen if these regulations will have an effect and female employees will have to wait at least another two years to see if they are being paid on par with their male colleagues.  

For more information on gender pay gap reporting please contact Megan Radcliffe at Greene & Greene (meganradcliffe@greene-greene.com ~ 01284 717509).  To find out more about Greene & Greene please follow us on Twitter @greenegreenelaw and LinkedIn at linkedin.com/company/greene-&-greene.

 

Thursday
Jan282016

Can employers read employees’ private correspondence?

Earlier this month the media reported that a decision of the European Court of Human Rights has given employers the green light to snoop on employees’ personal emails. 

The case was brought by a Mr Barbulescu, a heating engineer who had been asked by his employer to set up a Yahoo Messenger account to deal with customer enquiries.  He was instructed not to use the account for personal correspondence and that his employer might monitor messages.  Mr Barbulescu used the account to send intimate messages to his fiancée. He was dismissed for unauthorised use of the internet.  Having unsuccessfully challenged his dismissal in the Romanian Courts he took the Romanian Government to the European Court, arguing that it had failed to protect his right, under Article 8 of the European Convention on Human Rights, to be able to correspond in private without “big brother watching you”. 

Whilst the Court dismissed Mr Barbulescu’s case, it definitely did not give employers carte blanche to read employees’ private correspondence.  Instead it decided that if employees have a “reasonable expectation” that correspondence is private, the employer should not read it. Even if there is no such expectation, employers should only read private correspondence if there is good reason to do so. 

So where does this leave us?  Barbulescu’s employer had instructed employees that Yahoo Messenger accounts were to be used only for business purposes.  It warned employees that it would monitor messages. Both points were critical to the success of its defence. 

The Barbulescu case reflects my own experience in local Employment Tribunals.  Last year I advised a client who had looked at its employees’ Yahoo Messenger accounts following a third party report that its employees were leaking confidential information.  In doing so it discovered that one of its senior employees had sent messages to colleagues in an apparent effort to undermine his employer.  He and others had exchanged inappropriate sexual comments about female colleagues.  It was clear that Yahoo Messenger was meant to be used for work.  I advised that the suggestion of a leak gave my client good reason to look at employees’ messages.  I advised that the offensive messages gave good grounds to dismiss for gross misconduct.  The employees were dismissed.  One of them claimed unfair dismissal, in particular that the messages were private “banter” and not any concern of the employer. The Tribunal gave very short shrift to his arguments, dismissing his case and ordering both him and his lawyer to pay our legal costs.  

The Barbulescu case implies that employers who give the right instructions and warnings can lawfully monitor messages and can discipline employees, both for breaching instructions and for what they say in correspondence.  The case also implies that employers that do not give such clear instructions and warnings may not be able to monitor or discipline.  Whilst disputes are not always that simple, our advice is very simple; give instructions and warnings to your employees, in writing, now.  We can help with the wording and with the process to implement it.  In doing so you are not saying that you want to snoop; these days most employees have smart phones, if they must correspond in private during working hours they can use their phones, not the employer’s internet. What you are doing is ensuring that if you do discover something that makes you want to end an employment relationship, you can. 

For further advice on the above or other Employment issues please contact Chris Thomson, Senior Partner at Greene & Greene (christhomson@greene-greene.com / telephone 01284 717412).  For more information on Greene & Greene please view www.greene-greene.com and follow @greenegreenelaw.

 

Tuesday
Dec082015

Right to be Accompanied - Has the scope widened?

Under the Employment Relations Act 1999 and the ACAS Code of Practice on Disciplinary and Grievance Procedures, employees have the right to be accompanied by a trade union representative or a colleague at disciplinary and grievance hearings.  What should you do when an employee makes a request to be accompanied by someone else, such as a relative or a representative from an organisation other than a trade union?

The basic position is that the employee does not have any legal right to be accompanied by anyone other than a union representative or a colleague, so the request can be usually be denied.  However, the recent case of Stevens v University of Birmingham demonstrated that there are situations where you should consider allowing employees to be accompanied by someone elseMr Stevens was employed by the university as a Chief Investigator of clinical trials.  His contract was conditional upon him also having an “honorary appointment contract” with the Heart of England Foundation Trust (HEFT). He was subjected to disciplinary proceedings after allegations were made in respect of his clinical trials methods.  Mr Stevens asked to be accompanied at the disciplinary meetings by a Medical Protection Society (MPS) representative. The MPS is not a trade union and, as such, Mr Stevens’ request was refused.

Mr Stevens commenced proceedings in the High Court for a declaration of his rights and was successful. The Court concluded that, although Mr Stevens had no contractual right to be accompanied by the MPS representative, the university had acted in breach of the implied term of mutual trust and confidence by refusing his request.  The reasons given were as follows:

  1. The outcome of the disciplinary process was potentially career ending for Mr Stevens.
  2. It was not realistic for Mr Stevens to be accompanied by any of his colleagues as they were all involved in the process as witnesses. He was not a member of a trade union.
  3. Had Mr Stevens been subject to the HEFT disciplinary procedure (as opposed to the university’s) he would have been allowed to be accompanied by the MPS representative.
  4. A companion with a good grasp of the technical issues was needed.
  5. Other individuals who had been interviewed as witnesses had been allowed a wider choice of companion.
  6. The MPS is similar to a trade union.

This decision was specific to the facts of the case and the judge was careful to make it clear that in most cases it would be “perfectly fair” to restrict the employees choice of companion to a union representative or colleague. However, managers conducting disciplinary or grievance procedures should not be too quick to dismiss such a request out of hand. They should view the situation in the round and consider whether there are special circumstances (such as the employee’s first language being something other than English or the employee being disabled) which may justify the employee’s request.

Employees who have been denied the right to be accompanied can bring a claim for up to two weeks’ pay but, more significantly, employers who are found to have breached the term of mutual trust and confidence may run the risk of the employee resigning and claiming constructive dismissal, which could lead to far more serious financial consequences.

If you would like more information in relation to this update or if you need assistance with a disciplinary situation, please do not hesitate to contact Robyn Armes (robynarmes@greene-greene.com) (telephone 01284 717446) or Selene Holden (seleneholden@greene-greene.com) (telephone 01284 717436) in our employment team at Greene & Greene.  For more information on Greene & Greene go to www.greene-greene.com and follow @greenegreenelaw.

Wednesday
Dec022015

Alternative Dispute Resolution for Traders and Consumers - The New Law

Alternative dispute resolution (commonly referred to as ADR) is the process whereby an independent and impartial third party (an ADR provider) considers the evidence in a dispute and makes a decision or brokers a settlement between the parties.  ADR offers the parties to a dispute an alternative to pursuing what could be a protracted and costly case through the Courts.

In 2015 ADR for Consumer Disputes Regulations have been passed and apply to all businesses in the UK that sell goods, services or digital content to consumers (except health professionals).  In particular, with effect from the 1 October 2015, all traders selling to consumers are required to give certain information to consumers if, having received a complaint from the consumer, they have been unable to resolve that complaint through their internal complaints process.  The information that must be given includes:

  •             details of a certified ADR provider to whom the dispute or complaint could be referred; and
  •             confirmation of whether the trader intends, or is obliged, to use that provider.

For certain traders (including those in sectors such as financial services, energy and communications), their regulators or trade bodies already require them to offer ADR, and where this is the case, those traders must provide further information in their terms and conditions.  This review and update should take place immediately.  For all other traders, ADR is not mandatory, and they are only required to provide the required information at the end of the complaints process.  These traders should review their procedures for dealing with customer complaints or disputes to ensure that they are regulation compliant.

Irrespective of that, it is important that traders do give serious consideration and take legal advice if necessary before rejecting ADR as the Courts have recently ordered that an unreasonable failure to engage in ADR could result in that party being penalised at the conclusion of the trial i.e. you could win your case but not recover costs if you have unreasonably rejected ADR.

There will be further demands placed on traders in January 2016 when the European Commission will set up the Online Dispute Resolution platform (ODR).  This will allow consumers who have a complaint about a product or service bought online to submit the complaint via an online complaint form to a trader based in another European country.  From 9 January 2016 all online traders must include a link on their website to the ODR platform, which will be in addition to the requirement to give details on the website of the named certified ADR provider. 

For more information on ADR or a dispute that you may have, please contact Henry Nydam in our dispute resolution department on 01284 717433 or by email: henrynydam@greene-greene.com.  For more information on Greene & Greene go to www.greene-greene.com and follow us on Twitter @greenegreenelaw.