Continued uncertainty surrounding the date of Brexit ensures it remains at the top of the agenda for in-house lawyers this month. Other areas of focus include corporate governance reform and a consultation on the use of confidentiality clauses in situations of workplace harassment or discrimination.
Brexit planning
Brexit planning remains difficult due to the confusion surrounding the UK’s departure date. On 20 March 2019, the Prime Minister formally requested an extension to the Article 50 period until 30 June 2019. However, following the European Council meeting on 21-22 March 2019, the EU confirmed that the date of Brexit would be shifted from 29 March 2019 to 22 May 2019 if the House of Commons approved Mrs May’s withdrawal agreement in a third “meaningful vote” next week. If the deal is rejected once again, the UK would have only until 12 April 2019 to suggest another course, which would then need to be signed off by the remaining 27 EU leaders.
Corporate governance reform
The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 come into force on 1 April 2019. They will have effect in respect of financial years beginning on or after 1 April 2019. The regulations require additional reporting on emissions, energy consumption and energy efficiency action by quoted companies, large unquoted companies and large LLPs. They also extend the number of companies and LLPs captured by the regime from around 1,900 to more than 11,000 organisations.
BEIS has published an initial consultation paper seeking views on the recommendations of the Independent Review of the Financial Reporting Council (FRC). BEIS sets out its proposed timeframes for implementing the recommendations, which include replacing the FRC with a new independent regulator. As well as seeking views on specific questions, BEIS asks for specific considerations it should bear in mind in adopting the recommendations, and any other ideas to consider. Responses are due by 11 June 2019.
Practical Law has published a note on corporate governance considerations for large private companies: financial years beginning on or after 1 January 2019.
Consultation on the use of confidentiality clauses in situations of workplace harassment or discrimination
The government has launched a consultation on measures to prevent the misuse of confidentiality clauses in situations of workplace harassment or discrimination. The government intends to clarify the limits of non-disclosure agreements, requiring employers to be explicit about the extent to which employees’ rights to disclose are preserved in certain circumstances. It favours including a requirement, when a settlement agreement is reached, for advice to be provided on the ambit of the confidentiality clause, failing which the clause would be void.
The consultation closes on 29 April 2019.
Supply of statutory audit services
The Competition and Markets Authority (CMA) will publish a notice by 8 April 2019 and begin a consultation on the supply of statutory audit services in the UK if the CMA proposes to make a market investigation reference or a representation has been made to the CMA that such a reference should be made but the CMA proposes not to make one. If the CMA decides not to make a market investigation reference it will publish a notice to that effect by 8 April 2019.
Modern slavery and human trafficking statements
The third and fourth interim reports on the Modern Slavery Act 2015 (MSA 2015) were published on 21 March 2019. The Home Office had previously published summary guidance for making a modern slavery and human trafficking statement required by section 54 of the MSA 2015. The new guidance provides a helpful checklist of information to include in the annual statement and how to demonstrate compliance with the minimum legal requirements.
Consumer contracts consultation
BEIS has published a call for evidence as part of its statutory review of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (CCRs). The CCRs implement the Consumer Rights Directive, imposing pre-contract information obligations on traders, giving consumers cancellation rights in respect of distance and doorstep (or off-premises) contracts and protecting consumers from hidden charges.
The deadline for responding is 7 May 2019.
Dates for your diary
6 April 2019
- All workers (not just employees) will have the right to be provided with an itemised pay statement from this date.
- The maximum penalty for an “aggravated” breach of employment law will increase from £5,000 to £20,000.
10 April 2019
The Intellectual Property Office consultation on the impact of 2014 copyright reforms closes.
15 April 2019
The European Commission’s public consultation on EU designs legislation closes.
30 April 2019
- Deadline for comments on FCA and FRC discussion paper on building a framework for effective stewardship.
- The Courts Electronic Filing system becomes mandatory in the regional Business and Property Courts for professional users.
