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Financial collateral and Brexit: a comparative perspective
The EU directive on financial collateral (EU Directive 2002/47/EC) (Directive), as implemented in the UK remains (with amendments) on the statute book and has not been directly impacted in any meaningful sense by Brexit. However, given the latitude inherent in the Directive, a marginally fractured legislative landscape has resulted across the member states.
13 June 2024Parent companies’ liability in tort for the acts of their subsidiaries
In this article the authors consider a parent bank’s liability for the torts of its subsidiary in light of the Supreme Court decision in Okpabi v Royal Dutch Shell [2021] UKSC 3.
13 June 2024Private finance and financial assistance
In this article the authors consider the ban on the giving of financial assistance for the acquisition of a company’s own shares in the context of the rise in private finance and specifically large private companies benefitting from the ban.
03 June 2024Decentralised Artificial Intelligence
Decentralised machine learning (ML) (sometimes just referred to as Decentralised Artificial Intelligence) differs greatly from centralised ML (and other types of machine learning). This article seeks to explain those differences and explore the benefits, use cases and regulatory challenges faced by Decentralised Artificial Intelligence.
03 June 2024Pre-funding: the secret to a smooth closing or a minefield of risks?
Faced with a challenging deal-making environment, volatile geopolitical backdrop and rising cost of capital, dealmakers are increasingly concerned about risks inherent to closing mechanics of complex acquisitions. In acquisition finance there is scrutiny to ensure committed funds arrive on time and utilisation mechanics adapt to facilitate funds flow and not vice versa. In this article Nick O’Grady, Philippe Bernier-Cormier and Gabby White from Baker McKenzie’s leveraged finance team look at developments in pre-funding structures and documentation in both the syndicated and private credit markets.
03 June 2024Electronic trade documents: what is a reliable computer system? and problems in contracting for a “reliable system”
The International Trade and Forfaiting Association (ITFA) has recently published an “Addendum” to its Guide to Digital Negotiable Instruments in connection with the Electronic Trade Documents Act 2023. The ITFA Addendum recommends that members might adopt a contractual term: “The [Issuer/Drawer/Obligor] and the [Holder] agree for the benefit of themselves and any subsequent [Holder] of this [… ] that the [relevant system] constitutes a ‘reliable system’ for the purposes of the Electronic Trade Documents Act 2023 and they agree not to challenge it being a reliable system for the purposes of the Electronic Trade Documents Act 2023”.1 This article discusses whether that term provides a solution to the problem that it purports to address, and some legal issues that may arise.
03 June 2024ESG as a case-study in legal uncertainty*
This article focuses on the nature and consequences of legal uncertainty in the context of ESG and the related issue of whether law reform might improve legal certainty.
03 June 2024Delisting the dead: a UK perspective
Dieudonné Ozia Mazio was a smuggler mixed up in violence in the Democratic Republic of the Congo. Anwar Al-Awlaki was a Muslim cleric in Yemen, once called the world’s “most dangerous ideologue”. Mazio and Al-Awlaki are extreme examples of sanctioned dead people. They died many years ago, but their names remain on UK and other sanctions lists. Their names provide a point of entry into live issues about “delisting” or taking names off sanctions lists. What is the current state of the UK’s sanctions list? How does delisting work? How important is it? Can we make it better? How? What impact does the current system have on human rights? The discussion below tackles these issues and argues for reform of how the UK government reviews its sanctions list. This article also aims to provoke debate. The time is right, pending further inquiry into UK sanctions policy. There may be a chance to influence legislative plans for 2025.
03 June 2024Is crystallisation crystal clear?
In this article, Tina Kyriakides considers issues surrounding the crystallisation of floating charges including whether partial crystallisation, de-crystallisation and re-crystallisation is possible.
03 June 2024Voting issues in debtor schemes of arrangement and restructuring plans: the rights of sub-participants
In this article Robert Amey considers a sub-participant’s right to vote on a scheme of arrangement or restructuring plan with a look at its treatment as a contingent creditor and whether the analysis which has been applied to beneficial bondholders can be carried across.
03 June 2024
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