ARTICLE
6 December 2024

A&O Shearman Boardroom Briefing: Key Issues For Directors And Senior Management Of UK Public Companies

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A&O Shearman

Contributor

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A&O Shearman was formed in 2024 via the merger of two historic firms, Allen & Overy and Shearman & Sterling. With nearly 4,000 lawyers globally, we are equally fluent in English law, U.S. law and the laws of the world’s most dynamic markets. This combination creates a new kind of law firm, one built to achieve unparalleled outcomes for our clients on their most complex, multijurisdictional matters – everywhere in the world. A firm that advises at the forefront of the forces changing the current of global business and that is unrivalled in its global strength. Our clients benefit from the collective experience of teams who work with many of the world’s most influential companies and institutions, and have a history of precedent-setting innovations. Together our lawyers advise more than a third of NYSE-listed businesses, a fifth of the NASDAQ and a notable proportion of the London Stock Exchange, the Euronext, Euronext Paris and the Tokyo and Hong Kong Stock Exchanges.
This briefing highlights critical issues for UK boards, including cybersecurity compliance, evolving governance practices, capital markets reforms, workplace harassment prevention, updated antitrust rules, public M&A strategies, and aligning executive pay with performance.
United Kingdom Corporate/Commercial Law

In dynamic and fast-moving markets, staying ahead of the latest regulatory complexity is critical for boards and senior management alike.

This briefing is an essential guide to the key issues facing U.K. companies. In it, we cover a wide array of topics.

  • We explore the increasing demands on boards in relation to cybersecurity, summarising the legal framework that underpins their responsibilities and setting out tips to ensure compliance.
  • We give our insights into the shifting nature of organisational governance and provide some suggestions as to the actions and attitudes that should inform board's approach to it.
  • We look at the findings of the highly awaited Capital Markets Industry Taskforce's report, Capital Markets of Tomorrow, and explain how U.K. companies can harness already implemented and anticipated capital markets reforms to meet the challenges of the next decade.
  • We explain the new duty for employers to take reasonable steps to prevent workplace sexual harassment and offer practical guidance on how to respond.
  • We provide analysis of the Wright v Chappell case, which has implications for directors in relation to wrongful and misfeasant trading.
  • We discuss the transformative Digital Markets, Competition and Consumers Act 2024, which introduces significant changes to U.K. merger control and antitrust rules and identify a number of important takeaways for U.K. directors.
  • We take a deep dive into the resurgence of share-for-share offers in public M&A deals and examine the drivers, tactical considerations, and key issues that boards need to navigate in these deals.
  • We examine the updated Principles of Remuneration from the Investment Association, highlighting significant changes aimed at aligning executive pay with company performance and shareholder interests.

We hope you find these insights valuable.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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