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The Business of Football: Contracts, Transfers, and Legal Strategy

Posted on: September 2nd, 2025 by Natasha Cox

Player contracts and transfers: a sports lawyer’s perspective 

Speaking with The Times, Senior Associate Jake Cohen shares his expert insights on the complex and often surprising clauses negotiated in professional football players’ contracts.

Jake’s interview was published in The Times, 29 August 2025, and can be found here.

Speaking with The Times’ Football Reporter, Gary Jacob, Jake explains the features of a standard player’s contract – including wages, bonuses, contract length and options, wage-reduction clauses for relegation, signing-on fees and loyalty payments, agent payments, release clauses, buy-back options and image rights provisions.

Jake goes on to discuss bonuses offered in contract, with a notable example being goal bonuses multiplied by three if a player scores against the club’s main rivals. He also notes how many players want achievable bonuses rather than big payments linked to winning domestic or international silverware.

Asked about the most bizarre clauses he has seen in contracts, Jake observes that he had recently seen a bonus clause based on a player being awarded a rating of seven or higher in a match on a third-party statistics website – a highly unusual consideration.

Jake also explains the mechanisms involved in release clauses, more favoured by European clubs, and how this can impact transfers.

For Jake, transfer windows – and especially deadline day – can be extremely high-pressured situations. Last summer alone, Jake led work on 12 of 15 deals in a single day, including racing across the country to finalise a contract.

“Every minute is important,” he says – and when millions are on the line, expert advice is everything.

For more information on the work of Sports and Entertainment team, click here

US buyers and the UK’s prime property market – how to avoid tax pitfalls

Posted on: August 12th, 2025 by Ella Darnell

As growing numbers of American investors target the UK’s prime real estate, Directors Alexa Kordowicz and Leigh Sayliss explore what’s fuelling this transatlantic property boom and discuss the key tax considerations US buyers must navigate to protect their investments and ensure long-term financial efficiency.

Alexa and Leigh’s article was published in IFA Magazine, 11 August 2025, and FT Adviser, 18 August 2025.

With more Americans than ever making the move to the UK and buying prime property, advisers need to be aware of the tax pitfalls their clients could face, and how to help them avoid costly mistakes.

US migration to the UK reaches record levels

The Americans are coming. In recent years, a growing number of Americans have been crossing the Atlantic to make the United Kingdom their home. While celebrity immigrants such as Ellen DeGeneres have made the headlines, the UK is now attracting thousands of Americans every year.

Many are here to stay. The Home Office says that over 6,600 Americans applied for UK citizenship in the year ending March 2025 – up 30% on the previous year. The first quarter of 2025 alone saw 1,931 applications, the highest quarterly figure in two decades.

Prime property hotspots are attracting wealthy US buyers

There has been a notable surge in well-heeled American buyers seeking properties in London, particularly in prime central London areas such as Mayfair, Marylebone, Chelsea and Belgravia. Americans are now reported to be the main non-British buyers of prime London real estate. Outside of London, desirable rural areas such as the Cotswolds are in vogue.

Lifestyle, safety and cultural similarities are key draws

This trend appears to be driven by a mix of political disillusionment, lifestyle aspirations and the straightforward, practical advantages of life in the UK, from safer streets to a lower cost of living, cheaper private schools and free healthcare. Another key attraction is that, as a culturally similar English-speaking nation, adjusting to life to the UK tends to be relatively easy for Americans.

Better work-life balance is a major attraction

The UK is an attractive destination for those Americans seeking a better quality of life. The promise of a better work-life balance also appears to be a significant draw. In the UK, workers are entitled to more annual leave, paid maternity leave of up to 39 weeks and lower working hours, for instance. From wealthy celebrities to everyday professionals, the UK’s allure is now reshaping migration patterns, which historically tended to be in the other direction.

Political stability and safer education are influencing moves

In 2025, MAK25 London Limited analysed several key drivers prompting Americans to relocate to London, and found perceived political instability in the US to be a significant factor. The UK’s safer educational environment was found to be a notable factor, which perhaps few Britons consider. The UK has had no school shootings since 1996, compared to 39 in the US in 2024 alone, and six in 2025. This is an understandable anxiety for American parents. Lower crime, along with free maternity care and generous maternity leave certainly makes the UK an attractive destination for young American families. Personal factors, such as family ties or job opportunities, also play a role according to MAK25, which also emphasises the importance of obtaining bespoke visa advice.

Currency strength and property market trends are boosting appeal

The current strength of the US dollar against the pound is increasingly making property purchases attractive for Americans, as is the softening UK property market. Post pandemic lifestyle changes and more flexible working arrangements also mean that it’s possible for Americans to consider a second home abroad, even while continuing to work in the US. London and the UK still have global appeal and cultural cachet, and the UK’s reputation is that of a safe haven for international buyers to invest their wealth.

Engaging advisers early is vital for avoiding tax traps

It is vital for Americans considering a move to the UK to engage US and UK tax qualified legal advisors at the outset – ideally prior to making an offer on any property. It’s essential to consider the possible ownership structures carefully, and to understand all the tax implications. Although thorny tax issues can arise, especially regarding inheritance tax, there are ways to mitigate these if they are considered before buying a property.

Understanding the key UK tax implications

Advisers of Americans moving to the UK will need to understand how the UK’s tax regime may impact them and their families, particularly if they are owners of second homes. Stamp Duty Land Tax (SDLT) surcharges for people buying a second home, and for non-UK residents, may well apply. This means that some canny buyers are looking to invest in areas in the UK with strong growth potential, to help offset the higher initial purchase costs.

Properties for personal use are generally bought in personal names or through trust arrangements, as there are further SDLT implications and the Annual Tax on Enveloped Dwellings (ATED) if the client decides to purchase through a company – unless the property is being bought solely for investment and the owner does not intend to use it personally.

Capital Gains Tax (CGT) rates in the UK may surprise Americans, and this is payable on the gain made upon the eventual property sales. It may be payable in the US and UK, but tax treaties avoid double taxation.

Potential inheritance tax at 40% on UK assets is another issue to be carefully considered. Although this should be offset against taxes paid in US, the UK threshold for paying inheritance tax is significantly lower than that for US Estate Duty. It is also worth remembering that there is no inheritance tax on transfers between spouses or civil partners.

Preparing for a smooth property purchase

American clients going ahead with a purchase should ensure that they have all the necessary documentation in order well in advance to ensure a smooth purchase. This may include proof and source of funds, a mortgage offer in principle, and insurance there will be necessary financing and sufficient tax and financial planning to ensure the purchase will be viable. Their US and UK advisors may need to collaborate closely to ensure the best strategy.

A growing transatlantic migration trend

As the political and social divides deepen in the US, the UK’s blend of cultural heritage, personal safety, and its easy access to continental Europe continues to attract Americans. Though US citizens will have to clear a variety of legal hurdles before making the move, this transatlantic migration shows no signs of slowing down just yet.

If you’re looking to invest in UK real estate, you can get in touch with Alexa here.

Navigating the ECCTA Crackdown: Strategies for Business Survival

Posted on: August 4th, 2025 by Natasha Cox

Associate Lefteris Kallou discusses the continued rollout of the Economic Crime and Corporate Transparency Act 2023, offering guidance for businesses on how to ensure compliance amid the National Crime Agency’s economic crime crackdown, in FT Adviser.

Lefteris’ article was published in FT Adviser, 31 July, and can be found here.

The National Crime Agency (NCA) has revealed that 11,500 UK companies were struck off in the past year – the result of a coordinated, multi-agency clampdown. For company directors, the message is clear: now is the time to act. As the UK’s enforcement net tightens, the risk of becoming collateral damage is growing.

Much of this progress stems from the Economic Crime and Corporate Transparency Act 2023 (ECCTA), which has already bolstered the UK’s arsenal against corporate wrongdoing. The Act has not only sharpened the tools available to enforcement agencies, but also ushered in a new era of corporate transparency.

The ECCTA received Royal Assent on 26 October 2023. Building substantially on the foundations laid by the Economic Crime (Transparency and Enforcement) Act 2022, the Act’s wide-ranging reforms aim to significantly enhance the UK’s legal and regulatory framework to address financial crime and improving corporate accountability.

The Act is intended to deter fraud and money laundering, while increasing corporate accountability and strengthening the UK’s integrity as a place to do business. Companies now face new and more stringent compliance requirements, and law enforcement now have better tools to detect and tackle financial crime. The scope and impact of the Act is also increasing as new provisions are coming into force, such as the “failure to prevent fraud” offence, which is due to come into effect on 1 September 2025.

This offence will hold large organisations criminally liable if an “associated person” commits fraud intending to benefit the organisation, unless reasonable fraud prevention measures were in place.

Companies must therefore act swiftly to ensure compliance amid this rapidly evolving legal and regulatory landscape. An analytical, risk-based approach to compliance can help company directors and senior managers to understand the Act and how it applies to their companies. They can then take the necessary steps to ensure that their company is compliant.

Some of the key provisions of the Act include:

  • Enhanced verification powers, mandatory director and PSC identity checks, and improved data-sharing with law enforcement.
  • Greater powers to Companies House to check, query or reject information submitted to them and to request supporting evidence.
  • Companies must confirm that their activities remain lawful each year in their annual confirmation statements and that the future activities of the company remain lawful.
  • A requirement to have a valid registered address and email – with PO boxes prohibited.
  • Stronger powers to seize criminal crypto-assets and tighter anti-money laundering rules for crypto businesses (tying in with the new Crypto-Asset Reporting Framework (CARF) which comes into force on 1 January 2026 requiring UK reporting crypto service providers to collect certain information and share this with HMRC).
  • Mandatory beneficial owner disclosure for overseas entities owning UK property.


Reform of the identification principle

The Act’s reform of corporate criminal liability is significant. With changes to the identification principle, the Act replaces the traditional common law “directing mind and will” test, which required prosecutors to prove that senior individuals with ultimate decision-making authority were involved in criminal activity to hold a company liable.

The original test was widely criticised for being overly restrictive, especially in the context of large organisations with complex governance structures. It essentially made it very difficult – if not impossible – to hold senior managers liable for a company’s criminal actions.

Under the Act, a company can now be held criminally liable for economic crimes committed by a senior manager acting within the scope of their authority. The definition of a “senior manager” is now aligned with the Corporate Manslaughter and Corporate Homicide Act 2007, and it includes individuals who play significant roles in decision-making or managing substantial parts of the organisation’s activities. This broader definition applies to a broad range of economic crimes listed in Schedule 12 of the Act, including fraud, money laundering, bribery, and violations of financial services regulations.

The Act will make it far easier for prosecutors, such as the Serious Fraud Office (SFO), to hold corporations accountable for economic crimes. This tougher enforcement landscape is expected to have a chilling effect on rogue directors and managers who might otherwise turn a blind eye or worse.


Failure to prevent fraud

The second major criminal law reform contained in the Act is a new strict liability offence of failure to prevent fraud, due to come into force on 1 September 2025.

This offence applies to “large organisations”, which are defined as entities meeting at least two of the following criteria in the financial year preceding the offence:

  1. Having over 250 employees
  2. A turnover exceeding £36 million
  3. Total assets above £18 million

It will become possible for such companies to be held liable for fraud committed by employees, agents, subsidiaries, or other “associated persons” intending to benefit the company or its clients unless the company can show that it had reasonable procedures in place to prevent such fraud.

This offence mirrors the “failure to prevent” framework established under the Bribery Act 2010 and the Criminal Finances Act 2017, emphasising a company’s responsibility to implement and maintain robust anti-fraud measures.

The defence of “reasonable procedures” further requires organisations to conduct risk assessments, implement policies and provide adequate staff training to mitigate fraud risks. The Home Office guidance outlines six compliance principles, including risk assessment, monitoring and review, and communication (including training), which again reflect existing guidance for bribery and tax evasion offences.

While its scope is extraterritorial, the forthcoming “failure to prevent fraud” offence hinges on a “relevant event” causing gain or loss in the UK. That means UK-based organisations or those with a UK connection can still face prosecution, even if the fraudulent conduct takes place abroad, as long as the effects are felt on British soil.


Companies House reforms

The Act is just one piece of a broader, multi-agency offensive against economic crime.
Notably, it has recast Companies House – once a passive registrar – as an active gatekeeper in the UK’s corporate enforcement regime.

Among the key reforms are:

Identity verification

From autumn 2025, all directors, members of Limited Liability Partnerships (LLPs), and Persons with Significant Control (PSCs) will be required to verify their identities.

Unless directly verified via Companies House, an Authorised Corporate Service Providers (ACSPs), such as accountants and solicitors registered for Anti-Money Laundering (AML) supervision, will facilitate this process. This measure aims to prevent the use of anonymous or fraudulent identities in corporate structures.

Increased investigative powers

Since March 2024, Companies House has had enhanced powers to query, analyse, and remove incorrect or suspicious information from its registers. It can also share data with enforcement agencies to support investigations into economic crime.

Stricter reporting requirements

Companies and LLPs must provide more detailed and accurate information about their ownership structures, including beneficial owners. Non-compliance can result in significant fines or criminal charges.

Registered email addresses

Companies are now required to maintain a registered email address for communication with Companies House, which will improve the efficiency and security of corporate filings.

These reforms aim to enhance the reliability of the Companies House register, reduce the risk of opaque corporate structures being used for illicit purposes, and align the UK with international transparency standards.


The UK’s wider crackdown on economic crime

The scale and coordination behind the UK’s corporate enforcement crackdown should not be underestimated.

The operation that led to 11,500 companies being struck off involved a formidable coalition of agencies: the National Crime Agency (NCA), Companies House, HM Revenue & Customs, the Insolvency Service, the Financial Conduct Authority, the Office for Professional Body Anti-Money Laundering Supervision (OPBAS), the Home Office, and police forces across the UK.

According to the NCA, the crackdown included a two-day blitz with officers from the Metropolitan Police, City of London Police, and South Wales Police, working alongside HMRC’s Economic Crime Supervision unit. The teams targeted high-risk business addresses, company formation agents, and directors suspected of being linked to shell or fraudulent entities.

During the operation, officers visited eleven premises linked to 30 high-risk trust and company service providers. They uncovered that many of these businesses had no genuine commercial activity, and that several company formation agents had breached their legal obligations.

Rachael Herbert, Director of the National Economic Crime Centre, further stated that money laundering fuels serious organised crime, adding that over £100 billion is laundered annually, much of which is facilitated by UK-registered companies.

The impact of the Act across multiple agencies should not be underestimated.

The recent Insolvency Service Annual Plan notably states that, “Tackling financial misconduct is an increasing focus this year. Our collaborative work with Companies House and DBT following the Economic Crime and Corporate Transparency Act will enhance our ability to take robust enforcement action in cases of corporate wrongdoing and increase the integrity of the corporate regime to support economic growth.” The service says that it will publish a new enforcement strategy, setting out enforcement objectives for the next five years, “in the context of growing demands and opportunities in the wake of the Economic Crime Acts.”


Implications for UK companies

The Act imposes significant new compliance obligations on businesses, particularly large organisations subject to the failure to prevent fraud offence. Companies must therefore educate themselves about the new requirements and conduct thorough risk assessments to identify risks associated with employees, agents, and subsidiaries.

It is vital that businesses implement proportionate policies and procedures to mitigate these risks, including financial controls and segregation of duties. Training of both senior managers and staff is vital. Companies should identify individuals who qualify as senior managers under the new identification principle and ensure they are aware of their responsibilities. Failure to comply could result in unlimited fines, reputational damage, and increased scrutiny from regulators.

If embraced proactively, the Act presents opportunities for companies to strengthen their anti-fraud efforts, reducing the risk of fraud reputational damage.  As the Act’s provisions are rolled out, ongoing monitoring, planning and adaptation of policies and practices will be essential. The Act is a landmark piece of legislation, and it has clearly been embraced by a wide range of UK governmental organisations, who are collaborating closely to reduce economic crime, improve transparency, and to enhance the UK’s position as a global leader in ethical business practices.

The true test of the Act lies in its enforcement and its ability to spark a lasting culture of corporate accountability in the UK.

So far, the signs are promising. The past year’s coordinated, multi-agency actions suggest that enforcement won’t just be effective – it will be robust and, at times, uncompromising. As more provisions of the Act come into force and enforcement strategies bed in across agencies, its reach and impact are set to grow even further.

UK company directors would be wise to take note: the crackdown on economic crime is not slowing down – and the risks of non-compliance are rising.

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UK Crypto Regulation Update: HM Treasury’s New Rules Target Scams and Support Fintech

Posted on: July 28th, 2025 by Natasha Cox

In April 2025, HM’s Treasury published a long-awaited overhaul of crypto regulation, via a draft statutory instrument to bring certain cryptoassets into our financial services regime – The Financial Services and Markets Act 2000 (Regulated Activities and Miscellaneous Provisions) (Cryptoassets) Order 2025.

In theory, this gives the UK an opportunity to now compete with other financial hubs by clarifying the rules on issuing cryptoassets. Other players have already taken the leap, notably in the European Union, Middle East and United States. For the UK, there is plenty of work needed to close this gap.

Head of Blockchain and Digital Assets Matt Green and BCB Group CEO Oliver Tonkin analyse HM Treasury’s overhaul of the UK crypto regime, and discuss whether this is too little too late in driving investment and innovation to the sector.

Matt and Oliver’s article was published in Thomson Reuters Regulatory Intelligence, 24 July 2025, and can be found here.

For more information on our blockchain, digital and cryptoassets services, please click here.

Navigating the Employment Rights Bill

Posted on: July 25th, 2025 by Natasha Cox

The Employment Rights Bill proposes significant changes to employment law and employers and HR professionals will be required to navigate complex changes over the next two years to ensure compliance with it. This will undoubtedly be a daunting time for all, but the businesses that navigate this period with the most success will be those who proactively take steps early on.

This guide explains what you should be doing and when to ensure that you, as an employer and business owner, can navigate the changes likely to be passed into law in the most effective way. 

Mitigating compliance risks

  1. Audit and update contracts and policies

By completing an HR Audit (including a comprehensive review of all employment contracts, staff handbooks and policies) employers can ensure that the definitions and procedures contained within satisfy the new legal requirements. Particular attention should be paid to clauses and policies that affect part-time, agency, and zero-hours workers, as their rights are expected to be significantly strengthened in the Bill.

  1. Train line managers and HR teams

Education is key to compliance, but while there is a lot of information on the Bill out there, some sources are more reliable than others. By providing proper training to managers and HR teams by those who truly understanding the employment law changes contained within the Bill, employers can ensure that their staff receive accurate information (thus increasing the likelihood of compliance). Any training provided should go beyond the strict legal requirements and include practical scenarios, such as handling flexible working requests, conducting fair dismissals, and interactions with trade unions. As the supporting regulations are introduced, training should be reviewed and updated to ensure it reflects current legal requirements.

  1. Implement a compliance calendar

Creating a timeline that maps out the implementation of the Bill and details the changing requirements, necessary training, and communications to staff, will help achieve a smooth transition.

  1. Engage with consultation processes

As the consultation process on the Bill is ongoing, prudent employers will pay close attention to the government debates. Through keeping a keen eye on its progress, employers will be able to take advantage of any opportunity to partake in industry consultations, ensuring the needs of the sector they operate in are fully considered.

Strategic objectives for employers

  1. Strengthen employer brand

More than ever, employees are holding their employers accountable for how they treat their staff and any breaches of law that may occur. By publishing the proactive steps taken to ensure compliance with the Bill, employers will demonstrate that they are aware of and respect their legal obligations. Not only will this help to mitigate the risk of legal claims, but it will also help to attract high-quality employees. Employers who highlight their commitment to fairness, transparency, and employee well-being will differentiate themselves in a competitive hiring market.

  1. Drive operational efficiencies

The more efficient a business is, the smoother it runs and the more profit it makes. Taking the time to implement the Bill correctly can also provide an opportunity to revisit existing processes to assess their efficiency and determine whether they can be streamlined. By ensuring that standardised documentation and decision-making protocols are in place, the risk of inconsistent practices and associated complaints is reduced.

  1. Foster a culture of trust

Going beyond the strict legal requirements and involving affected employees in the implementation of all changes required by the Bill will help to foster a culture of trust. Open communication, for example, via surveys and focus groups, will create a positive workplace culture.

If you would like more advice on the changes brought by this Bill and your obligations as an employer, please contact our Employment team

Employment Rights Bill: looking to the future

Posted on: July 24th, 2025 by Natasha Cox

Several of the changes in the Employment Rights Bill which are expected to have the most significant impact will not take effect until 2027 at the earliest. As these changes will mark a drastic departure from the current law, sufficient time is needed for meaningful consultation to take place and for the drafting to be finalised. Given the monumental impact they will bring, it is essential for both employees and employers that they are well thought out and communicated, to reduce the risk of misunderstandings and claims resulting from confusion.

Protection from unfair dismissal from the commencement of employment

Currently, employees must have two years of continuous service to be afforded the right not to be unfairly dismissed (except in a limited number of situations known as automatic unfair dismissal). Before this time, employees are not legally entitled to written reasons for their dismissal.

The Bill will provide employees with protection from unfair dismissal from the first day of their employment. However, the protection will not extend to employees who have entered into an employment contract but have not commenced work (subject to some exceptions), including where the dismissal is due to an automatically unfair reason, such as political opinion or affiliation, or a spent conviction.

We expect to see regulations which detail a light-touch dismissal policy during the initial period (the government has expressed a preference for a nine-month period). This is expected to apply:

  • Where the termination date is no later than three months after the end of the initial period, so long as the notice to terminate the employment was provided during the initial period and;
  • The reason for dismissal is capability, conduct, illegality or some other substantial reason.

During this initial period, there will be a different compensation regime for employees who are unfairly dismissed. Where notice is given to terminate the employment after the initial period, employers will be required to provide written reasons for dismissal if requested.

The government has stated its intention to extensively consult on areas of this reform, including the initial period as well as the process required to terminate employment during this time.

Concerns have been raised regarding the time required to implement this change. Last week, the Conservatives brought forward a measure to defeat the proposed day one protection from unfair dismissal. In what appears to be a simpler solution, the House of Lords voted 304 to 160 to support amending the qualifying period to six months. We are yet to see how the Government will respond to this. Day one protection was a key part of the Government’s manifesto and it will have to decide whether a more in-depth review of the system is required, or whether the proposed Conservative amendment will work just as well. There are several factors which could influence its decision-making, including:

  • The Conservatives’ proposal is simpler for employers and employees to understand, which could result in higher levels of compliance. The hope would be that this would, consequently provide clarity, resulting in fewer incorrect cases being brought before the Employment Tribunal and stretching an already overworked resource even further.
  • As there would be fewer changes to implement via the Conservatives’ proposal, less consultation would be required, meaning that it could become law before the end of the year.

Collective consultation

The requirement to adhere to the collective consultation process will be extended to situations where an employer intends to make 20 or more employees redundant at one establishment, or where the threshold test is met. The threshold test has yet to be defined, but we expect it will be based on a percentage of employees being made redundant. It will also not be a requirement for employers to consult with all representatives together, or to reach the same agreement with all representatives.

Gender pay gap and menopause action plan

Whilst it can be introduced voluntarily in 2026, it will be mandatory from 2027 for employers with 250+ employees to report on their plans to reduce the gender and menopause pay gaps in their company. There will be penalties for non-compliance.

From 2027, employers will also have to include contract workers in their gender pay gap reports.

Enhanced protection for pregnant women and new mothers

Currently, women who are at risk of redundancy have the right to be offered any available suitable alternative employment, once they inform their employer they are pregnant, or if their expected date of childbirth was less than 18 months ago.

The Bill intends to introduce regulations which shall cover protection from other dismissals taking place during pregnancy, maternity leave or following a return to work (for a period of six months).

Further harassment protections

Employers are already expected to take all reasonable steps to prevent sexual harassment – what these steps actually look like are expected to be specified in 2027.

Bereavement leave

Unless an employee’s child dies under the age of 18 or is stillborn after 24 weeks of pregnancy, there is currently no statutory right to bereavement leave. The Bill intends to introduce a ‘day one right’ to at least one week of (unpaid) bereavement leave for employees. Regulations will define the relationship between the employee and the deceased. 

Zero hour contracts

Currently, employers are permitted to engage individuals on zero-hour contracts, provided they do not prevent the individuals from working for another employer.

The government had promised to introduce a ban on ‘exploitative’ zero-hour contracts, but the Bill does not actually go that far. Instead, it gives those on zero-hour contracts the right to a guaranteed-hours contract if they work regular hours over a defined period. Once an employee establishes a pattern of regular working over a 12-week period, employers are obliged to offer regular hours. Should an individual wish to remain on a zero-hour contract, they can. 

These amendments would provide individuals with security while allowing them to remain on a zero-hours contract if they prefer, and will also apply to agency workers. The details of this amendment will be contained in secondary legislation and therefore, it is possible that the length of the reference period, exceptions to the rights and conditions for qualifying for this protection may change in the coming months.

However, on 2 July 2025, during a debate in the House of Lords, the majority voted in favour of altering this requirement from a duty to offer guaranteed hours to a right for workers to request guaranteed hours, with an obligation on employers to grant such a request.

The Bill also proposes that workers on these contracts will be entitled to ‘reasonable’ notice of any shift changes, as well as compensation if a shift is cancelled or cut short. However, the House of Lords again voted for this to be altered to ‘short notice’, requiring that if a shift is cancelled on less than 48 hours’ notice, compensation would be paid.

Access to flexible working

Employees are entitled to make flexible working requests from the first day of their employment and there is no limit to the number of requests which can be made. Under the Bill, should an employer refuse an application, it will now have to explain the reason for the refusal and why it considers its decision reasonable. There is no change to the penalty for breaching the requirements of how to deal with a request, which remains 8 weeks’ pay. It may be that the second draft, or draft regulations, includes guidance on what steps an employer should take before refusing a request.

If you would like more advice on the changes brought by this Bill and your obligations as an employer, please contact our Employment team

Employment Rights Bill 2025: strengthened protection for workers

Posted on: July 23rd, 2025 by Natasha Cox

The Bill will introduce several significant changes in October 2026. While a number of these changes are still subject to consultation, the aim is clear: to strengthen protection for workers. These changes will drastically alter employers’ obligations towards their staff, increasing the risk of non-compliance if employers fail to educate themselves, which in turn brings financial and reputational risks.

Reforms to ‘fire and rehire’

While there have always been reputational and industrial relations risks associated with the practice of fire and rehire, it is a lawful practice.

The Government had previously indicated that the Bill would abolish fire and rehire. This quickly became so that it would significantly restrict its use.

It is expected that the Bill will make dismissing an employee for refusing to agree to a contract variation about key contractual terms automatically unfair. The key contractual terms are expected to include pay, working hours, pension, time-off rights, and others. It is expected that the regulations which shall accompany the Bill will define ‘key contractual terms’

However, the restrictions will not be all-encompassing. Where there is a genuine need to avoid serious financial issues that may threaten a business, employers may still be permitted, after a detailed and thorough consultation, to exercise the practice of fire and rehire.

The government intends to review the code of practice in the autumn, following an exercise to collect views on the proposed amendments. Following this, the changes are expected to take effect in October 2026.

Fair Pay Agreement – adult social care

The adult social care industry is notoriously a low-paid sector. The Bill aims to enhance the market by introducing the Adult Social Care Negotiating Body (the ‘Negotiating Body’), which will be responsible for negotiating pay and terms and conditions for care workers. The Negotiating Body will comprise trade union representatives and employees working in the sector. The hope is that the introduction of the Fair Pay Agreement will address current recruitment and retention challenges in the industry. However, this change shall come with increased costs for employers who should expect to pay higher salaries and provide better working conditions.

Allocation of tips

From October 2021, over two million workers have seen an increase in the amount of money they take home each month. This was after the introduction of the Employment (Allocation of Tips) Act 2023, which requires employers to ensure that all qualifying tips, gratuities, and service charges are passed on to their workers without deductions (excluding statutory deductions).

The Bill will require employers to consult with trade union or elected representatives (or the workers directly) before publishing the first version of a written policy on the allocation of tips. The policy will need to be reviewed every three years, and employers will need to conduct anonymous surveys on how tips are allocated to ensure that workers feel free to speak up about any issues they consider unfair.

Prevention of sexual harassment

From 26 October 2024, employers have been under a duty to take ‘reasonable steps’ to prevent sexual harassment in the workplace. Reasonable steps include creating a policy on the standards of behaviour expected and what employees can do if this standard is breached, providing training, and undertaking risk assessments. The Bill extends the steps that must be taken to ‘all reasonable steps’ and gives the government the power to define ‘all reasonable steps’ in regulations. We await further information on these regulations.

Third-party harassment

Currently, employers are not explicitly/directly liable for harassment their employees are subjected to by customers/clients/other third parties. The Bill will change this position, making employers liable for third-party harassment, including sexual harassment, unless they took all reasonable steps to prevent it.

Trade union measures

Presently, trade unions do not have the right to access the workplace to recruit or organise members unless an employer agrees to provide access or it is ordered to do so by the Central Arbitration Committee.

The Bill is expected to provide trade union officials with greater access and improve trade unions’ ability to support and advocate for their members by:

  • repealing the requirement of minimum turnouts in strike ballots and minimum service levels during industrial action (which was only recently introduced by the previous conservative government);
  • requiring employers to remind workers in their terms of employment (section 1 statement) that they have the legal right to join a trade union. Employers will also be required to remind workers of this right regularly;
  • providing trade unions with a right to access workplaces in a regulated and responsible manner to meet, represent, recruit, and organise members;
  • reforming various aspects of existing trade union law to:
    • eliminate restrictions on trade union activities;
    • make ballots simpler and more flexible (including electronic votes);
    • stop the replacement of strikers with agency workers; and
    • reduce the threshold of support required for trade union recognition and simplify the statutory recognition process;
  • creating provision for improved resources, time for trade union reps to perform their duties; and
  • introducing new protections for trade union equality reps and against trade union-related intimidation and dismissal.

Extending tribunal time limits

The majority of employment tribunal claims must be brought within three months, minus one day, of the date the act complained of occurred. This has been viewed, for some time, as a relatively short period compared to disputes in civil courts, and potentially prejudicial to the pursuit of justice.

The Bill will extend the time limit to bring claims to six months. It was anticipated that this would apply to all claims. However, breach of contract claims have been omitted from the proposal. This may be a typo and inadvertent omissions, but only time will tell.

The extension of the deadline is expected to result in more employees bringing action against their employers. Therefore, employers must stay up to date with changes in employment law to mitigate the risk of litigation.

If you would like more advice on the changes brought by this Bill and your obligations as an employer, please contact our Employment team

The Employment Rights Bill: what comes next?

Posted on: July 22nd, 2025 by Natasha Cox

What happens next?

It is anticipated that six months after the Bill receives Royal Assent and the first amendments are implemented, the second wave of changes will take place. These changes will have a substantial impact on how employers manage the day-to-day operations of their businesses.

Collective redundancy

Currently, when an employer proposes to make 20 or more employees at one establishment redundant within 90 days, it must comply with the requirements of collective consultation. A failure to do so could result in a protective award of up to 90 days’ pay.

From April 2026, the protective award is expected to double to 180 days’ pay, per employee. The increased costs on employers for failing to comply with legislative requirements are hoped to reinforce that compliance is not optional. Redundancy, especially collective redundancy, remains a complex area of employment law. Proactively seeking legal advice proactively is essential to ensure legal compliance and protect the business.  

‘Day one’ paternity leave and unpaid parental leave

The current law requires employees to have one complete year of service to be eligible for parental leave and 26 weeks (assessed 15 weeks before the expected birth week). The Bill proposes removing the qualifying period so that the entitlement to leave becomes a right from the first day of employment. As more and more individuals become entitled to leave from the first day of employment, businesses will need to review how they operate on a day-to-day basis to ensure that these periods of leave do not adversely affect their staff by increasing their workload to unmanageable levels.

Whistleblowing protections – Sexual harassment

In October 2024, employers were required to take steps to prevent sexual harassment.

The Bill will introduce a protection for those who make disclosures of sexual harassment. By making disclosures about sexual harassment that has occurred, is occurring or is likely to occur a ‘protected disclosure’, the Bill protects those who make such disclosures from detriments, up to and including dismissal, under whistleblowing protections. Any dismissal in retaliation for making a protected disclosure shall remain automatically unfair.

Fair worker agency

The minimum standards to which employees are entitled are currently governed by their respective authorities. For example, HMRC monitors if employers are paying the national minimum wage.

From April 2026, we expect to see the introduction of an independent enforcement body, the Fair Worker Agency (‘the Agency’). The powers of the Agency will extend beyond merely enforcing the minimum standards to which employees are entitled. It shall also have the power to bring proceedings in the Employment Tribunal for employees who are unwilling to, or unable to, themselves. Throughout litigation, the Agency will provide legal assistance, support or representation to litigants in person. Where the Agency brings or assists in a successful claim, it shall be able to recover its costs from the employer.

The introduction of the Agency aims to improve business compliance with employment legislation. Employers’ practices will be under more scrutiny than ever, as individuals become increasingly educated about their rights and entitlements. Businesses should conduct regular HR audits to ensure they remain compliant with the ever-evolving employment laws. 

Statutory sick pay

Currently, employees are only eligible for Statutory Sick Pay (SSP) if they meet the following eligibility criteria:

  1. earn an average of at least £125 per week; and
  2. are ill for more than three days in a row (including non-working days).

The proposed changes will result in more employees being eligible. For the first time, all workers will be entitled to SSP, as the lower earning threshold has been removed, along with the three-day waiting period. Individuals will be entitled to SSP from their first day of illness, provided they are ill for two or more consecutive days. Therefore, the costs to employers will increase – prudent employers will be vigilant about workload and workplace practices that contribute to illness, in order to prevent individuals from becoming sick. They will also need to review their long-term absence policies and take proactive steps to facilitate a return to work.

Trade union measures

To modernise the balloting of union members and streamline processes, the bill will introduce ‘e-balloting’ and make the preferred use of electronic mail. The hope is that by improving efficiency, trade unions shall be able to provide improved and quicker support for their members.

If you would like more advice on the changes brought by this Bill and your obligations as an employer, please contact our Employment team

The Employment Rights Bill: The journey so far

Posted on: July 21st, 2025 by Ella Darnell

The Employment Rights Bill – the journey so far

Published in October 2024, the Employment Rights Bill (‘the Bill’) introduced 28 significant changes to transform employment law. The changes are comprehensive and will transform many aspects of employment. Affecting all industries, the Bill will impact all employees, and every business which engages workers.

As a key component in the Government’s ‘Make Work Pay’ plan, the aim of introducing the bill is simple, to improve employment rights for workers. The proposed changes are hoped to help more people stay in work and consequently for living standards to be improved. This week, we shall be publishing a series, taking each of the implementation stages in turn to explain the anticipated changes, concluding on Friday with considerations as to what employers can do to prepare.

Since October 2024, the Bill has made its way through many of the required stages, and on 1 July 2025, the government published a roadmap for its delivery. Most recently in parliament on 7 July 2025, the Bill is currently in the final stages in the House of Lords (the Report stage). Once the Bill is passed by the House of Lords, it will return to the House of Commons for consideration of the amendments made.

The projected road map provides employers with advanced warning of the order and dates the changes shall come into effect. While the implementation dates and the anticipated changes to the law may alter, proactive and prudent employers will take this time to educate themselves on what is expected, in order to ensure it is fully prepared. The saying “fail to prepare, prepare to fail” has never felt more relevant to employment law.

The roadmap

The Bill is expected to receive Royal Assent in autumn this year, and as early as September. As the first week of school summer holidays is upon us, and many employers are working with a reduced workforce, it is imperative that the upcoming changes are not overlooked and preparation is not postponed.

Whilst there is no guarantee the Bill will receive Royal Assent as planned, as the biggest changes proposed come from within the Government, it is hoped that they will not delay the Bill’s implementation. Employers must keep abreast of the immediate changes and developments as well as those expected in April 2026, and subsequent changes in 2027. to ensure compliance and reduce the risk of complaints and litigation.

Immediate effect and winter 2025

Repeal the Strikes (Minimum Services Levels) Act 2023 and the majority of the Trade Union Act 2016

Only recently introduced by the previous Conservative Government, the Strikes (Minimum Service Levels) Act 2023 provided the government the right to set out the minimum service level to be provided during strike action in the following industries:

  • Border security;
  • Decommissioning of nuclear installations and management of radioactive waste and spent fuel;
  • Education services;
  • Fire and rescue services;
  • Health services; and
  • Transport services.

The Trade Union Act 2016 introduced a number of restrictions on strikes, including restrictions on picketing, higher ballot thresholds and the requirement to provide longer notice periods.

The Bill is currently being amended to including provisions the Government consulted on in December last year in relation to simplify the information unions will be required to provide employers in relation to industrial action. We await confirmation of what the simplified information shall be. By reducing the information required, it is hoped that the scope for employers to request injunctions preventing industrial actions on the basis of a union’s failure to comply with the legislative requirements is reduced.

The Strikes (Minimum Service Levels) Act 2023 shall be repealed as soon as the Bill receives Royal Assent as will the majority of the Trade Union Act 2016, without consultation.

Protection for taking part in industrial action and being a trade union member

The Supreme Court recently held in Secretary of State for Business and Trade v Mercer that an employee who participates in industrial action is not protected from detriments short of dismissal for doing so.

As currently drafted, the Bill would introduce protection from detriments short of dismissal for employees who take part in industrial action. The rights of representatives of recognised trade unions would also be increased, to enable them to better support their members. Adding to a representative’s current right to paid time off, they would also be provided with reasonable facilities and accommodations to carry out their duties.

Consultation as to the protections and rights of trade unions are expected to begin as soon as winter 2025 with an intended implementation date in October 2026.

If you would like more advice on the changes brought by this Bill and your obligations as an employer, please contact our Employment team

Ethnic abuse in the workplace – a practical guide for employers

Posted on: July 18th, 2025 by Natasha Cox

Under the Equality Act 2010, employers are legally required to protect their employees from abuse or discrimination related to ‘protected characteristics’. There are nine protected characteristics: age, disability, gender reassignment, marriage, pregnancy, race, religion or belief, sex and sexual orientation.

Discrimination can take several forms, including:

  • Direct discrimination: treating someone less favourably simply because they hold a particular characteristic;
  • Indirect discrimination: treating everyone the same, which results in an adverse effect on people with a particular protected characteristic (which cannot be justified);
  • Harassment: unwanted conduct related to a protected characteristic which has the purpose or effect of violating a person’s dignity or creating an intimidating, hostile, degrading humiliating or offensive environment; and
  • Victimisation: subjecting someone to a detriment because they have done (or will do) something in connection with the Equality Act 2010 (including make complaints about discrimination).

Ethnic abuse in the workplace

We were recently instructed by an individual who was subjected to serious and disturbing abuse by her colleagues, based on her ethnic background and assumptions about her political opinions. There was no evidence to support any of these contentions, which had been circulated within the workplace as if they were fact. This conduct constituted discrimination, bullying and harassment. We were able to negotiate significant compensation for our client in relation to these potential claims, which would have caused reputational damage to her employer if they had been contested in an open tribunal.

Practical advice for employers

Abuse on the basis of ethnicity may manifest through offensive remarks, exclusionary behaviour, or more overt acts of hostility. Employers must be alert to the ways in which global events can trigger or exacerbate such conduct in the workplace, as they increasingly influence interpersonal dynamics and employee relations within diverse workforces.

The war in Ukraine, Israeli action in Gaza and the conflict between Israel and Iran are fuelling heightened sensitivities in UK workplaces. Employers must take steps to safeguard employees from discrimination, harassment, victimisation, or unfair treatment based on their religion, national origin and/or perceived political stance.

To minimise risk of Equality Act 2010 claims, employers should aim to provide a safe and inclusive work environment in which employees are able to feel comfortable raising concerns. Employers should avoid stereotyping or making assumptions about employees based on nationality. Indeed, they can help to prevent this by offering training on unconscious bias and cultural sensitivity.

Employers are advised to:

  • review and reinforce anti-discrimination and anti-harassment policies with a particular emphasis on preventing xenophobic or politically charged behaviour, including by promoting respectful dialogue in the workplace;
  • train managers in how to handle sensitive conversations and communications in a way which balances competing rights and freedoms;
  • monitor for signs of workplace tension or exclusion based on perceived religion, national origin or political or religious affiliations;
  • handle any grievances linked to political or religious tensions robustly;
  • manage reputational risk where employee conduct or public statements intersect with sensitive geopolitical issues, via disciplinary proceedings where appropriate; and

  • be alert to signs of stress presented by employees linked to external geopolitical events and signpost them towards mental health resources.

Take action today—review your workplace policies and ensure your team is equipped to prevent and address ethnic abuse. Contact the Lawrence Stephens employment team.

Upward-Only Rent Reviews Banned: What UK Leaseholders Need to Know

Posted on: July 17th, 2025 by Ella Darnell

As part of the newly introduced English Devolution and Community Empowerment Bill, the UK Government has unveiled plans to outlaw Upward-Only Rent Reviews (UORRs) clauses in commercial leases — a move that could reshape the future of landlord-tenant dynamics.

The ban will apply to new agreements where, on the date the lease is entered into, the new rent following a rent review is not known and cannot be determined. It will not impact those leases already in place however, if implemented, any clause in a new or renewal commercial lease, whether contracted out of the 1954 Act or not, requiring the rent not to decrease will be unenforceable.

The proposal, aimed at revitalising high streets and supporting small businesses, has already been met with mixed reception across the property sector and The British Property Federation has criticised the lack of industry consultation.

What Are Upward-Only Rent Reviews?

UORRs are a common feature in commercial leases in England and Wales. UORRs allow rent to increase or remain static at review dates – typically every five years – but never decrease, even if market rents fall. This industry accepted approach to commercial leasing has long been favoured by landlords for providing income certainty and supporting property valuations.

Tenant Perspective: A Welcome Relief

For tenants, particularly small and independent businesses, the proposed ban is likely to be regarded as a positive development. UORRs have incurred criticism for binding tenants to unsustainable rent levels, especially in volatile markets. However, the outlaw of UORRs will effectively transfer the risk from tenant to landlord.

As such, a decision will need to be made by landlords as to whether to adopt a fixed rent or to permit rent variation through a rent review clause that accommodates both rises and reductions in rent throughout the term of the lease.

Landlord Perspective: A New Risk Landscape

Landlords, however, will almost certainly have concerns about the reform. Whilst rental income from commercial leases is currently considered a stable and predictable revenue stream, the prohibition of UORRs will introduce greater volatility in cashflow. Furthermore, industry stakeholders will argue that the outlaw of UORRs will undermine the perceived security of rental income and place prospective commercial property developers at a disadvantage when seeking finance.

Landlords may therefore choose to obviate the balance between risk and reward by abandoning open market review clauses and opting for the stability provided by index linked reviews.

What Happens Next?

The proposed ban on upward-only rent reviews marks a significant shift in UK commercial leasing. Whilst it aims to give tenants greater flexibility and affordability, landlords face a more complex and potentially less predictable income landscape.

In order to counteract this, it is possible that landlords will take a more aggressive stance at the outset of negotiations to mitigate the risk of stagnant or falling rents. Similarly, the inclusion of tenant-friendly terms, such as break clauses and rent-free periods, may become less prevalent as landlords reassess their leasing strategies.

Alternatively, landlords may opt for shorter leases which are to be contracted out of the Landlord and Tenant Act 1954. The potential drawback of this approach is that the cost of reletting the property will likely be passed to the tenant.

We may also see more pre-agreed stepped rents being negotiated (such increases would not be caught by the ban as the rent would be known at the outset) and this would give both tenants and landlords certainty at the start of a lease as to how much rent will be payable at any given time during the lease term.

Ultimately, the success of this legislative change will depend on how effectively the market adapts to a model that seeks to balance commercial flexibility with financial viability. As the Bill progresses through Parliament, stakeholders on both sides will need to stay alert to legislative developments and prepare for a new era in lease negotiation.

For more information on our Commercial Real Estate team, click here.

Authors

Nickhil Mandora

Louisa Hartley

Sophia Dixon

Digital Asset Law Reform: Key Takeaways for UK Advisers

Posted on: July 17th, 2025 by Natasha Cox

Following the Law Commission’s proposals for crypto and digital asset reform regime, Director Matt Green explores what these proposals mean for advisers – as well as those looking to recover stolen or hacked cryptocurrency.

Matt’s article was co-authored with Ashley Fairbrother, Partner at Edmonds Marshall McMahon.

Matt and Ashley’s article was published in FT Adviser, 16 July 2025, and can be found here.

In June 2025, the UK’s Law Commission proposed new powers to drastically help victims of fraud following the loss of cryptoassets where key details, like the bad actors’ details, are unknown. These proposals would allow courts to grant free-standing information orders at the outset of crypto fraud investigations, before the victim needs to commit to pursuing a substantive claim.

This may prove to be a vital legal reform and significantly increase access to justice, especially when victims have lost significant funds, and do not want to risk spending more money pursuing unknown parties who may or may not still hold funds.

The crypto fraud epidemic

Fraud concerning cryptoassets is a significant issue for consumers and businesses alike. Chainalysis’s “The 2025 Crypto Crime Report” notes that ‘pig butchering’ scams (i.e. scams via social engineering) have increased 40% year on year, and cost victims a total of $9.9 billion as of 2024. Separately, Chainalysis’s report notes that $2.2billion was stolen from crypto platforms across this period.

Last year, Action Fraud – the UK’s reporting centre for fraud and cybercrime – reported over 649,000 instances of investment fraud, with 66% attributed to crypto investment related schemes. Individuals are losing life savings, family homes and pensions, and taking out astronomical loans to pay fraudsters who demand more money to release funds already taken under the guise of investment profits.

Scams are often initiated by telephone calls, texts and emails from actors purporting to be from major cryptocurrency exchanges or banks who hold convincing personal data, usually obtained via data scraping, to harbour a victim’s trust and eventually extract funds. Assets are then typically laundered to facilitate human trafficking, drugs trades and organised crime.

Currently, victims can follow their funds across their respective blockchains by providing practitioners with their transaction identifiers, which show the funds being withdrawn or sent from their control to the fraudster. Following a traceable laundering process, funds can end up at centralised retail outfits like Binance, Kraken and Coinbase, offshore swapping services like SimpleSwap and ChangeNow, to purportedly decentralised outfits, who offer services without obtaining Know Your Client documents or Anti Money Laundering checks, performing permissionless transactions.

Once at these exchanges, victims need to know key information to consider the viability of pursuing a legal claim, including details of the exchange’s customer, information concerning internet-protocol addresses, trading histories and, of course, the balances held at accounts. Without this information, it is extremely difficult to consider whether a victim should spend good money chasing lost assets, and in most reported cases, victims have taken a high-risk approach in pursuing “persons unknown” with limited information.

To obtain this material, lawyers can use gateway 25(b) of the Civil Procedure Rules (which dictate the rules around litigation in England and Wales), which requires victims to start a substantive claim alongside an application for disclosure of information. This means they must be prepared to sue someone and detail the claim clearly at that stage.

As a commercial proposition, this might be extremely costly. The Law Commission recognises this at paragraph 3.78 of its report, where it states that “victims are not always able to say that they definitely intend to commence proceedings in England and Wales”

Similarly, to obtain wider reliefs against perpetrators, including a worldwide freezing injunction which prohibits the defendants from moving or dissipating their assets globally up to the value of the claim, the victim must also show from the outset that they have other assets to the value of the loss, on the basis that the injunction detriments the defendants unfairly. This is an enormous burden for any victim of fraud to overcome, without really knowing anything about the defendants.

Currently, the bar to entry is very high. Only those with deep pockets, and a high appetite for risk, can pursue their funds via the courts.

The Law Commission’s proposal

The Law Commission has recently published the “Digital assets and (electronic) trade documents in private international law, including Section 72 of the Bills of Exchange Act 1882, consultation paper” to assist victims, by allowing the court to grant a “free -standing information order to assist a claimant at the initial investigations stage of the proceedings”.

Should the proposal be successful, this would allow victims to assess the viability of the claim and consider the facts at hand without starting a formal claim. The costs might be substantially lower, and without the risk associated with formal litigation.

The proposed test for granting one of these orders is provided at paragraph 4.92 within the consultation paper, and summarised as:

  1. The case has a certain strength, in that the claimant must evidence a wrongdoing;
  2. The disclosure of this information is necessary to allow the victim to bring legal proceedings or other redress;
  3. The court must be satisfied that there is no other court in which the claimant could reasonably bring the application for disclosure;
  4. The court must be satisfied there is an adequate link to England and or Wales. For example, that the victim resides, domiciles or is a national here. This might also include (though not explicit in the paper) that the defendant purports to have an adequate connection to this jurisdiction – for example where a scam investment website says the company is registered in England.

Effect and next steps

In principle, this initiative will drastically lower the obstacles to recourse by giving victims a cost-effective solution to assess a claim’s viability and mitigate litigation risks early on. A consultation period for this paper is open until 8 September 2025, and many law firms and individuals have already backed the Law Commission’s above proposal, including both of us as authors of this piece as well as our peers including Nathan Capone at Fieldfisher.

This reform is vital in widening access to justice by revolutionising the initial stages of crypto asset recovery by removing substantial financial and procedural barriers that currently prevent many victims from commencing a claim.

To find out more about our Blockchain and Digital Assets services, please click here