This week Jade was joined by Toby and John from My Carbon to discuss how your business can help transition to a climate friendly future.
To listen to this hot-topic discussion and find out how your business can help fight climate change, click here.
If you want to know more, get in touch!
We all know that the deadline for turning the tide on the climate crisis is fast approaching, but you may be wondering “what impact is my business alone going to be able to make?”. Well, if we stand any chance of reaching the Paris Agreement target of 1.5° global temperature rise above pre-industrial levels, then we need to be looking at a whole economy approach.
What does that mean in reality?
Of course, the largest contributors to carbon emissions have got to take action to reduce their own emissions, however unless everyone takes some action, temperatures will continue to rise at potentially catastrophic levels. A whole economy approach means looking at a broad range of industries and at business of every size and at all levels of the supply chain.
Why am I talking to you about this anyway? What has a law firm got to do with climate change?
There are three key areas for carbon reduction:
One method of ensuring that you and your business are putting in place appropriate measures to tackle your carbon footprint is through the contracts that you enter.
Through examining your internal processes and policies alongside the agreements that you have in place with suppliers, distributors or even end users, you can start to make changes to reduce your carbon footprint.
What if I don’t have the time or resources to take on such an immense task?
Here at Tend Legal, we are pleased to be supporting the Chancery Lane Project – an organisation made up of more than 2,500 professionals in 113 countries around the world with a vision of producing effective, impactful contract clauses to enable solutions to climate change, in a way that is just and fair for everyone.
Whether you are a small business with limited resources wanting to take your first small steps towards change, or a larger organisation looking to implement a strict emissions reduction plan, there are plenty of ways in which your contracts and in turn, the way that you do business, can be adapted to make a difference.
If you’d like to learn more about how we can help you take the first steps towards climate-friendly contracting, feel free to get in touch.
Written by Jade Field
Tend Legal, London
Have you recently been appointed as a Director of a Company and you’re not entirely sure what you can and can’t do? We’ve put together this short blog to give you the low-down on your duties.
As a Director, you might have been appointed as an individual or as a corporate body. You might also be an Executive Director, with your details registered at Companies House and being involved in the day to day running of the company. Alternatively, you might have been appointed as a non-Executive Director, providing only strategic input and steering clear of the daily operations. Regardless of what status you hold in that respect, your legal responsibilities remain the same.
In the UK, we have a few rules set out in law that give rise to obligations that Company Directors must comply with:
Be sure to follow your Company’s constitution and its articles of association. Your articles of association set out, amongst other things, how many Directors there will be, what their powers and duties are, and how they can go about making decisions. Directors participate in board meetings and are in charge of collectively making strategic decisions relating to the Company. If you’re ever unsure about anything, your company articles are always the first document to consult as there is often a chance you might be restricted in what you can do.
This goes without saying, of course. It’s inevitable that as a Director, you should be acting in the best interests of the Company. Though, it does beg the question, does this mean in the best interests of shareholders or the company as a whole, including employees? These are all important considerations and it’s important that Directors remain aligned with the goals of the wider Company, and not only the Shareholders.
As a Director, you should be the person controlling your decisions within the company. You might seek advice from third parties for matters, but this advice should not cloud your judgement. You should act independently at all times.
Directors must carry out their roles with care and competence. This can be easily managed by ensuring that Directors have employment contracts setting out their express duty to carry out their job with reasonable skill and care.
To determine what might be deemed reasonable care and competence caselaw suggests a two part test:
Objective test: What would a reasonable Director, who is carrying out his/her role, do?
Subjective test: Has the Director fallen short of the standard expected of them, judged by the expertise and knowledge they have?
It’s likely that the longer you have been a Director for your company, the more care, skill and competence will be expected of you in your role. Alternatively, if you have specific expertise in an area and you fall short of the standard expected of you whilst dealing with that particular job, you may be deemed to have not exercised reasonable care, skill and diligence.
This obligation can be intertwined with the requirement to exercise independent judgement.
A company Director must avoid a situation in which there might be a direct or indirect conflict of interest. A good example of this would be appointing a Non-Executive Director who also sits as non-Executive Director on the boards of other similar companies. This kind of situation would give rise to a conflict of interest. Alternatively, personally benefiting from a transaction that your Company enters into could also be problematic. There may be other scenarios too, but it is important that the articles of association and your shareholders agreement address how the conflicts should be dealt with.
Likewise, you’ve got to make sure that apart from reasonable corporate hospitality, you don’t give rise to a conflict of interest by accepting any benefits from third parties because of your role as a Director, for example.
As a Director, you have a lot of compliance obligations to keep on top of. You have to:
The good news is that you don’t have to manage these legal responsibilities yourself. You can get help managing these from a lawyer or an accountant, but ultimately, it is your responsibility to stay compliant.
It’s important to get the roles and responsibilities of all your Directors recorded in writing by ensuring you have a set of Company articles and Directors’ agreements in place. That way everyone is clear on what to expect and that you’re doing your best to avoid any problems in the future, from the outset.
Written by Neelam Narshi
London
We’re in the game of drafting consumer contracts for our clients so it’s important that you (and we!) know what changes are planned for consumer law in the UK and how these changes might impact the way you do things.
The majority of consumer rights and protections for UK consumers can be found in the Consumer Rights Act 2015 and the principal enforcement body remains the Competition and Markets Authority (‘CMA’).
Earlier this year, the UK government announced a series of proposed measures to enhance the power of the CMA. Here are just some of the key things the CMA will be able to do:
In practice it could mean a whole host of measures you may need to take to ensure you follow fair consumer practices. Here are just a few possible examples:
The CMA’s new powers aren’t in force yet and it doesn’t look like there is a definitive date yet as to when that will happen, but it’s an important area of interest for a lot of our clients, so we’ll be keeping a close eye on this.
Written by Neelam Narshi
Tend Legal, London
In August this year, the government named and shamed 191 employers who had underpaid workers between 2011 and 2018. Some of those included major household names, with the likes of John Lewis being named amongst the offenders. Collectively, the companies owed £2.1 million to over 34,000 workers and were ordered to pay back what they owed. They were penalised too, being made to pay an additional £3.2 million in fines.
The issues don’t stop there, though. According to HMRC, just less than half of UK companies wrongly deducted pay from workers’ wages. The deductions were made for things like uniforms and other expenses. 30% had failed to pay overtime and 19% paid apprentices the incorrect rate.
Employers are falling short.
You’ll have seen the recent news in the budget that the minimum wage for 23 year olds is set to rise from £8.91 an hour to £9.50 an hour from April 1 2022. This rise means a full-time worker will get £1,074 extra a year before tax and just under £20,000 salary a year on a 40-hour week. There are similar increases planned for other age groups too:
John Lewis have previously said that the issue with pay related to pay averaging, which spreads workers’ pay evenly over the year. This meant that those on hourly rates sometimes saw their pay drop below the national minimum wage when they worked extra hours. This was technically breaking the rules.
Argos were caught ‘wage-dodging’ when they asked employees to attend briefings before their shifts and stay behind after their shifts to get their bags checked. This additional time should have been taken into account.
Tesco, another offender blamed their breach on a ‘technical issue’ which they claim took place in 2017, resulting in some workers being paid less than the national minimum wage.
The list goes on.
This one can cause a bit of confusion. The difference isn’t super clear. Here’s how the Government define those:
The national living wage is the minimum pay per hour almost all works are entitled to. The National Living Wage is higher than the National Minimum Wage – workers get it if they’re over 23.
The national minimum wage that is payable to an employee depends on their age and if they’re an apprentice.
So, if you’re over 23, it’s the minimum national living wage you’ll be interested in.
If you’re an employee, you can check if you’re getting paid the correct amount by clicking here: https://www.gov.uk/am-i-getting-minimum-wage
If you’re an employer, you can check the same here: https://www.gov.uk/minimum-wage-calculator-employers
No. Even if you get your employee to agree to accepting a lower wage than that they are legally entitled, you are still breaking the law.
As an employer, it’s your responsibility to review the measures you have in place to ensure you are not paying staff less than what they are legally entitled to.
It’s important that employers don’t get caught out. Just because the hourly rate looks more than the minimum on paper, it doesn’t necessarily mean this is the case i.e., if you’re also offering pension contribution schemes etc.
Keep on top of your ‘age review’ practices. Are any employees approaching the age of 23? If so, this should trigger an automatic update on your payroll.
It’s also an employer’s responsibility to keep records proving that they are paying the national minimum wage. Under certain circumstances, these records should be kept for at least 6 years. Along with that, it is recommended that employers keep a clear log of any agreements they have with employees, including details of working hours, pay and conditions etc. If an employer thinks an employee is not entitled to the minimum wage, they must have documents that show why a worker is not entitled.
HMRC can carry out spot checks at any time and can ask to see any records.
In short, keep your practices under review and keep records. Meet with your HR team regularly (if you have one), to make sure these practices are adopted. Besides, you have no choice.
Tend Legal Limited, London
It’s something we’re not used to talking about but this month marks World Menopause Month and there seems to be something of a seismic shift, with the topic currently flooding social media feeds, company agendas and headlines alike.
Employers are paying attention and it’s about time. More than ever, women feel comfortable sharing their experiences but there are so many who do not – struggling in silence.
The most common symptoms experienced by women can include but are not limited to insomnia, fatigue, loss of confidence and hot flushes. To appreciate the scale of the problem and to give the situation some context, here are a few facts:
As we live longer and more and more women choose to work beyond retirement, it’s likely that employers will need to better understand how to manage menopause in the workplace.
According to a survey of women conducted by the British Medical Association in 2020:
The impact on women and their job performance is clear but what can employers do to support women during the menopause? Here are a few ideas:
Menopause is no longer a taboo. More and more employers are welcoming specific menopause policies. Isn’t it about time you considered one too?