Brexit – checklist

It makes good sense for businesses to plan now for the consequences of the possible outcomes of the Brexit negotiations, whether the result is a “soft” or a “hard” Brexit.

Check to what extent your business has, depends on and/or falls under any of the points listed below.

1. Business scope

  • Legal entities in the UK or in the rest of the EU
  • Providing services in or to the UK, the rest of the EU or between the UK and the EU
  • Providing internal support functions in or from the UK, the rest of the EU or between the UK and the EU
  • Sourcing products or services in or from the UK and/or the rest of the EU

2. Employment/Immigration

  • Employees working in the UK who are EU nationals which may require visa/permit
  • Employees working in the EU who are UK nationals which may need visa/permit
  • Workforce having UK/EU recognised qualifications
  • Planning to outsource staff/function
  • Plans to relocate any staff or set up new office locations
  • Plans to decrease the number of employees in the UK

3. Contracts

  • Contracts where the choice of law should be reconsidered
  • Contracts with references to EU law or legislation that may be affected by Brexit
  • Rights granted or received by reference to EU territory
  • Exclusivity granted or received by reference to EU territory
  • Contracts with termination or change provisions linked to change in EU derived legislation, including data protection and competition law provisions
  • Contracts with ‘material adverse change’ provisions
  • Contracts with dispute clauses that assume EU conflict of laws rules apply
  • Contracts related to public authorities
  • Loans or financial facilities spanning the UK/EU border
  • Contracts with exposure to interest rate or exchange rate?

4. Corporate/Finance

  • Considering a corporate structure reorganisation or acquisition
  • Loan agreements going cross border in other EU countries

5. Customers

  • Your business sells directly or indirectly to the UK from EU, or vice-versa?
  • Your business sells directly or indirectly from the UK to a country with an EU free trade agreement

6. Data Privacy & Protection

  • Collecting or processing personal data relating to individuals in the UK/EU
  • Worker or customer data collected in the UK or EU and transferred to the EU or UK respectively
  • Worker or customer data transferred from the UK to countries outside the EU
  • Applicability of the EU General Data Protection Regulation (GDPR) to your business

7. Intellectual property

  • Owned or used EU trademarks
  • Owned or need any .eu domain names
  • Granted IP licence agreements for territories involving UK/EU
  • Future applications and/or registrations of IP materials straddling the EU/UK border, such as patent protection
  • Litigating or contemplating IP litigation related matters affecting rights in the UK and other EU countries

8. Tax and duties

  • Your business pays/receives dividends/royalties/interest to/from the UK/EU
  • Your business uses the current EU VAT harmonisation?
  • Your business imports/exports goods/services from/to UK/EU and may new customs duties be imposed
  • Your business pays tax in the UK and may be affected by new tax policies

9. Litigation

  • Litigation that may require access to EU courts
  • Litigation that may involve serving English court proceedings on a party located in the EU, or where proceedings in EU courts are preferred
  • Claims based on any EU law which should be pursued before Brexit
  • EU judgments (or judgments from other EU countries) that may need to be enforced in the UK before Brexit

10. Authorisations

  • You have authorisations (licences) held in the UK or EU

Whilst the UK and the EU are negotiating a comprehensive future trade agreement and taking into account a time-limited “implementation period” after the UK leaves the EU, it is important that businesses start to develop contingency plans and set out a clear strategy to navigate these new waters.

Our experienced teams can provide a structured and informed analysis to prepare your business for the times to come. Please contact us, outlining your queries and areas of interest to find out how we can assist.

 

The material contained in this note is provided for general purposes only and does not constitute legal or other professional advice. Appropriate legal advice should be sought for specific circumstances and before action is taken.

© Miller Rosenfalck LLP, November 2017

 

* When we refer to the EU in the above checklist it refers to the EU without the UK.

Please contact:

Steen Rosenfalck - Partner

DD +44 (0)20 7553 9931

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