Canadian Briefing - June 2020

UK Corporate Insolvency and Governance Bill

On 20 May 2020, the Government introduced the Corporate Insolvency and Governance Bill in Parliament. The Bill is a much awaited development following the Secretary of State for Business, Energy and Industrial Strategy’s statement on 28 March 2020 announcing key measures to help businesses address the challenges resulting from the impact of coronavirus.

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What is a cash box placing?

A cash box placing is a method of raising cash from the issue of equity securities structured as an issue of shares for non-cash consideration. This allows companies to issue shares without seeking any shareholder consent or convening a general meeting and is very useful for a company that needs to raise funds quickly.  It allows for an issue when there is either none or not sufficient disapplication of pre-emption rights authority and enables a larger issue than would be authorised by a standard disapplication, although a general authority to allot shares is still required. In addition, this structure may allow distributable reserves to be created by using merger relief.

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COVID-19: Litigation in the time of a pandemic

The extension of the Government’s ‘lock-down’ requiring people to stay at home will have a significant impact on the administration of civil justice.

The effect of the Covid-19 pandemic is clearly seen in the announcement, on 27 March 2020, that over half of the Courts and Tribunals in England and Wales are to be suspended.  The Lord Chief Justice, Master of the Rolls and President of the Family Division have published a message to Circuit and District Judges in relation to the impact of remote hearings on Court business and on 5 June the Civil Justice Council published its report following the review of the impact of COVID-19 on Civil Court users

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There is now a "dominant purpose" test for legal advice privilege - some practical points in the corporate and D&O context

‘Litigation’ privilege has long been subject to a ‘dominant purpose’ test. For a document to be privileged, the dominant purpose for its creation must have been for use in relation to contentious proceedings (either in existence or reasonably in contemplation). For a long time, this feature of litigation privilege distinguished it from legal advice privilege (communications privileged due to their seeking and/or disclosing any legal advice, whether in contemplation of proceedings or not).

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Artificial Intelligence and the Insurer

No longer used solely by innovative technology companies, AI is now of strategic importance to more risk-averse sectors such as healthcare, retail banking, and even insurance. Built upon DAC Beachcroft’s depth of experience in advising across the insurance market, this article explores a few ways in which artificial intelligence is changing the insurance industry.

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Incentivisation, not remediation, should be the focus in IT projects!

IT contracts should be geared to incentivising IT service providers to work with their customers to deliver successful solutions for the customer’s business, through performing contract obligations, rather than purely dealing with a customer’s contractual remedies. IT solutions are complex, and we all know they are prone to delay and issues arising – often not solely due to one party. If things start to go awry, most of the time the customer would rather persevere with the supplier and it is relatively rare that all faith is lost in the service provider’s ability to perform.

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