The Ministry of Corporate Affairs published, last month, a report by the Company Law Committee in which wide-ranging reforms were proposed: see here. The Committee has recommended, amongst other things, that the Companies Act 2013 is amended to (a) provide the Central Government with the power to require certain companies to be subject to
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UK: England and Wales: Court of Appeal considers application of section 168(5) of the Insolvency Act 1986
Earlier this month the Court of Appeal gave judgment in Re Edengate Homes (Butley Hall) Ltd [2022] EWCA Civ 626. The case is of interest because of the discussion it contains concerning the application of section 168(5) of the Insolvency Act 1986. This provision provides that where “any person is aggrieved by an
FATF publishes updated Recommendations
The Financial Action Task Force has recently updated its International Standards on Combating Money Laundering and the Financing of Terrorism and Proliferation (the FATF Recommendations): see here. The update relates to Recommendation 24 on the transparency and beneficial ownership of legal persons: see here for further information.
UK: England and Wales: multiple derivative claims
A very quick post to say: I see that permission to continue various claims has been refused by Mr Justice Leech in McGaughey & Anor v Universities Superannuation Scheme Ltd & Anor [2022] EWHC 1233 (Ch). Some claims were found not to be multiple derivative claims, as the claimants argued they were, while in
UK: FRC publishes updated International Standards on Auditing
The Financial Reporting Council has today published 29 updated International Standards on Auditing (UK): see here.
UK: England and Wales: on the definition of 'persons discharging managerial responsibility'
The catching-up (also known as “101 ways to avoid marking, number 42”) continues with a post to note that the ICLR has published a summary of the High Court decision Allianz Global Investors GmbH v G4S Ltd [2022] EWHC 1081 (Ch): see [2022] WLR(D) 206. The case concerned an issuer’s liability under section
UK: England and Wales: unfair prejudice petitions – long delays and acquiescence
The circumstances in which a shareholder’s petition under section 994 of the Companies Act 2006 – the unfair prejudice remedy – will be dismissed on the grounds of delay, or acquiescence by the petitioner, have recently been considered by the Court of Appeal in Bailey v Cherry Hill Skip Hire Ltd [2022] EWCA Civ 531
UK: HPC analysis of FTSE350 pay ratios
The High Pay Centre has today published analysis of median CEO/median employee pay ratios in the FTSE350. In 2020/21, the ratio was 44:1, down from 53:1 in 2019/20. The report notes, however, that the 69 companies reporting in the first quarter of 2022 had a ratio of 63:1 – up from 34:1 in 2021. For
Germany: DCGK publishes new edition of Code following consultation
The German Corporate Governance Commission, DCGK, has concluded its consultation on proposed changes to the German Corporate Governance Code.The new Code was published last week and submitted to the Federal Ministry of Justice. It takes effect when published in the Federal Gazette. A copy of the Code, in German, is available
UK: England and Wales: the director's duty to promote the success of the company
In IBM United Kingdom Ltd v Lzlabs GmbH [2022] EWHC 884 (TCC), Mr Justice Eyre has explored the circumstances in which the director’s duty to promote the success of the company, under section 172 of the Companies Act 2006, will be broken where the director causes the company to breach a contract or