Welcome to the latest edition of Corporate Update, our fortnightly bulletin offering a five-minute read of the latest developments which we consider relevant to corporate counsel. Please get in touch with your usual contact if you want to explore any of the topics covered in more detail. If you would like to subscribe to this bulletin as a regular email, please click here.
In this issue:
News
Transition Plan Taskforce publishes sector guidance on climate transition plans
Following the launch of its main disclosure framework in October 2023, the Transition Plan Taskforce (TPT), established by HM Treasury to develop a ‘gold’ standard for climate transition plans, has published sector-specific guidance on such transition plans. The guidance includes a Sector Summary of key information for 30 financial and real economy sectors and Sector “Deep Dive” Guidance for seven sectors (asset managers, asset owners, banks, electric utilities and power generators, food and beverage, metals and mining, and oil and gas).
The additional sectors for which Deep Dive guidance was published were chosen based on their greenhouse gas emissions, the need for transition finance in the UK context, and the quality of existing guidance. The firm was involved in helping the TPT undertake a legal review of the Deep Dive guidance for the financial services sector (asset managers, asset owners and banks).
FCA publishes consultation paper on the implementation of the Digital Securities Sandbox
On 3 April 2024, the Financial Conduct Authority (FCA) and the Bank of England published a joint consultation paper on their proposals to implement and operate the Digital Securities Sandbox (DSS). The DSS is a regime that aims to facilitate the adoption of developing technology (such as Distributed Ledger Technology) in the securities market. Firms that successfully apply for the DSS will be able to operate under a set of rules and regulations that has been modified to facilitate this. The closing date for responses is 29 May 2024.
Legislation
Court and Tribunal Fees (Miscellaneous Amendments) Order 2024
On 10 April 2024, the Court and Tribunal Fees (Miscellaneous Amendments) Order 2024 was published, which will come into force on 1 May. An overview of the various increases, amendments and removals to court and tribunal fees is provided in the explanatory memorandum.
Case law
High Court disqualified a director for preferring creditors other than HMRC
The defendant was the sole director of a company, Combat Construction Limited, who, during the process of liquidation, continued to make payments to creditors, but consistently failed to make the necessary payments of Construction Industry Scheme (CIS) tax to HMRC. The High Court found that it could infer from a long period of non-payment of the CIS liability that there was a discriminatory practice of paying other creditors but not HMRC and this preference in favour of other creditors led to the Court concluding that the defendant’s conduct “fell below the standards of probity and competence appropriate”. The Court therefore granted the claim by the Insolvency Service for a four-year disqualification order.
Publications
Non-financial Misconduct: Five Things We Are Thinking About
Slaughter and May has published a briefing on non-financial misconduct in the financial sector. The briefing notes that both the Financial Conduct Authority and the Prudential Regulation Authority are currently consulting on measures to strengthen their regulation of NFM, and discusses what this means for firms and their employees in this sector.
