Businesses negotiating agreements should ensure that terms offered by the other party are not subject to a proviso requiring approval by the other party's board of directors, otherwise they risk the other side arguing they are not legally bound by those terms until the proviso is satisfied.
Companies seeking to include compulsory transfer provisions in their articles stating that 'bad leavers' are to receive less than full value for their shares, should ensure they are drafted as primary obligations, and not therefore unenforceable as penalties.
Employers should treat an employee who successfully appeals a dismissal under its contractual disciplinary procedures as having always remained in employment. However, they should take care not to do (or fail to do) anything during the appeal that could be treated as grounds for the employee to resign and claim constructive dismissal.
Businesses considering using a hashtag on social media should ensure it is not identical or similar to an existing trade mark, or risk the trade mark owner taking legal action for infringement of the mark.
Parties - including employers and employees - entering into an agreement should ensure the wording makes clear whether or not any entire agreement clause is intended to exclude liability for previous misrepresentations, following a recent ruling.
Company shareholders who agree to 'drag-along' clauses in a shareholder agreement that allow a shareholder's shares to be taken away from them in certain circumstances, should construe their obligations according to the usual rules for interpreting commercial agreements.
Employers deciding whether to dismiss a disabled employee who is on long-term sick leave should ensure they consider a part-time return to work, particularly where this is the advice of the employee's GP and/or other medical professionals. If they don't, they risk a disability discrimination claim, a recent ruling makes clear.
UK parent companies should consider whether the balance they have set between top-down management of risk, and the delegation of responsibility for risk management to local entities in the group, inadvertently creates a duty of care to employees of their overseas subsidiaries, applying the tests set out in a recent Court of Appeal ruling.
Will-makers should ensure they keep their wills up-to-date if there are significant changes in circumstances, such as having illegitimate children, otherwise they risk expensive and upsetting claims against their estates.
Spouses signing a pre-nuptial agreement should ensure they understand how the circumstances at the time it was made, and at the time of the divorce, could affect the extent to which it is upheld if they divorce. However, the longer the marriage, the harder it will be to predict the latter.