DMO Covid-19 Legal Clinic 19 May 2020 Matt Gatenby , Senior Partner Ami Naru , Partner, Head of Employment Emma Shakespeare , Senior Associate, Head of Corporate Governance
What Will We Cover Today? Travlaw’s F.A.Q.s • Current Landscape • Non-Performance • Force Majeure/ Frustration • Refunds Title Text • Looking Forward: Focus On Mitigating Contract Risk • Corporate Governance • Directors’ Duties • Insolvency, Personal Liability, Debt Recovery • Employment/ HR • Looking Forward: Re-opening Businesses & Venues • Q&A YOUR TRAVEL AND LEISURE LAW TEAM
Current Landscape • UKGov Roadmap – “Hospitality expected to reopen …” • Non-performance, Force Majeure/ Frustration, Refunds; • Customer Contracts/Terms (B2C & B2B); Title Text • Consumer Rights Act, Unfair Contract Terms etc…; • Non-performance of Suppliers • Unfair Contract Terms Act 1977; • Package Travel Regulations: • Customer’s right to cancel; • Circumstances Beyond Organiser’s Control. YOUR TRAVEL AND LEISURE LAW TEAM
Looking Forward: Focus on Mitigating Contract Risk • Due Diligence – Know Your Customer/Supplier; • Knowing and Managing Your Risks; • Negotiating Customer Contracts & Standard Customer Title Text Terms (B2B & B2C); • “Force Majeure” is going to be a focus, rightly or wrongly; • Negotiating Supplier Contracts/ Terms (B2B); • Agents: Be Clear on Status; • Contract Management. YOUR TRAVEL AND LEISURE LAW TEAM
Corporate Governance: Directors’ Duties Under Part 10 Companies Act 2006. You Must: • Act within powers; • Avoid conflicts of interest; • Promote success of the company; • Not accept benefits from third • Exercise independent judgement parties; • Exercise reasonable care, skill and • Declare an interest in a proposed Title Text diligence; transaction. Other Points To Consider: • Insolvency Act 1986: Wrongful Trading - Government’s temporary suspension 01.03.20 to • Health & Safety Legislation 30.06.20 • Board Meeting Minutes • Personal Guarantees • Insurance Cover • Insolvency of counter party: unsecured creditor • Company Directors Disqualification Act 1986 • Debt Recovery YOUR TRAVEL AND LEISURE LAW TEAM
Update to Furloughed Leave Scheme • Extended for 4 months until end of October 2020 Title Text • No changes until end of July • August – October 2020 – furloughed employees can work part time YOUR TRAVEL AND LEISURE LAW TEAM
Employers: Returning to Work • Government guidance on safe working during Covid-19 WFH if you can Title Text Risk assessments Maintain social distancing Maintain transmission risk Reinforce cleaning process YOUR TRAVEL AND LEISURE LAW TEAM
Looking Forward … What Else To Consider… • Government Guidance – both international & national. • Come / Don’t Come - What is the right balance to be had & what obligations are you working to? Title Text • Insurance – never too early to have a conversation on cover (esp. Business Interruption) and exclusions etc…; • Health & Safety – best practice not yet established; • Duty of Care to Staff & Visitors – what will you need? • Flexibility – In pretty much all aspects. YOUR TRAVEL AND LEISURE LAW TEAM
Thank You! Matt @ travlaw.co.uk Ami @ travlaw.co.uk Emma @ travlaw.co.uk
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