Fake Olympic Auction

Recently fans of the Olympic Games made complaints that they paid big money for items from an online auction of Olympic memorabilia and did not receive them.

The organizer of this auction is Sports Limited, the Vancouver-based company behind memorabilia.london2012.com. On this site Olympic enthusiasts can find and buy different stuff connected to the games- from signed pictures to equipment of different athletes.

The auction offered items, for which people paid thousands of pounds.

Now, months after they have won different auctions and paid their acquisitions, many people still wait for them to arrive.

One of the victims Ferris Cowper, posted on the Internet that he had paid £4,300 for an Olympic torch, but added that “this outfit took my money and failed to deliver the torch after four different delivery date promises”.

Damian Kelly, who is another man who has not yet received his items told the Independent that he had paid £7,000.

A solicitor called Mr. Kelly talked to other individuals with the same problem and now he is determined to initiate legal actions.

Today a notice could be seen at the site announcing that Innovative Sports will not start sending items until January 21st 2013 because of a warehouse relocation.

The director explained that no items were fraudulently offered and added that the company had been “caught off guard by the demand”.

On the other hand, he admitted that they did not in fact have some of the items and this is the reason why they had not been delivered.

. “Unfortunately some of the products didn’t materialize in the way they should have. The issue is people wanting products that we just don’t have.

“We are offering everyone affected a 100 per cent full refund. Some people don’t want the refund, they want their products. I don’t know what to do about that.”

We do nto organise Olympic auctions, however we can provide you with high quality document templates, necessary for your business and what is more, you get100% money-back guarantee.

Directors’ General Duties under the Companies Act 2006

This briefing is intended to give you an overview of the general duties set out in the Companies Act 2006 and to provide some practical guidance to help you comply with those duties.

Every director of a company owes a number of duties to the company they are appointed to. Compliance with each of the general duties is the personal responsibility of each director. The main directors’ duties are set out in statute in sections 171 to 177 of the Companies Act 2006 (the CA 2006). The failure by a director to comply with any of the general duties has potentially serious consequences for that director.

Under the CA 2006 any person occupying the position of director, whether or not they are actually named ‘director’ and or have been validly appointed, will be a director of the company and will be subject to the general duties. In addition, shadow directors may also be subject to the general duties. A ‘shadow director’ is a person who has not been appointed as a director of the company but in accordance with whose directors or instructions the directors of the company are accustomed to act.

The general duties are:

  • a duty to act in accordance with the company’s constitution and only exercise powers for the purposes for which they are conferred;
  • a duty to act in the way the director considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole and in doing so have regard to various specified matters;
  • a duty to exercise independent judgment;
  • a duty to exercise reasonable care, skill and diligence;
  • a duty to avoid a situation in which the director has, or can have, a direct or indirect interest that conflicts, or possibly may conflict, with the interests of the company;
  • a duty to not accept a benefit from a third party conferred by reason of the director being a director, or his doing (or not doing) anything as a director, and
  • a duty for the director to declare if he is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the company, and the nature and extent of that interest, to the directors.

It is important to note that any provision in a company’s articles of association, a contract or otherwise, that purports to exempt the directors from compliance with the general duties is void.

A company may, through its articles of association, go further than the general duties by placing more onerous obligations on its directors. However, the articles of association may not ‘dilute’ the general duties.

Duty to act in accordance with the constitution and properly exercise powers

Each director must ensure that they:

  • only exercises their powers for the purposes for which they are conferred, and
  • acts in accordance with the company’s constitution.

For these purposes, a company’s constitution includes (but is not limited to):

  • the company’s articles of association, and
  • any resolution or agreements affecting the company’s constitution.

Every director should ensure that they are fully aware of the content of the company’s constitution and all resolutions and agreements affecting it.

Duty to promote the success of the company

This duty requires that director acts in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole. To be able to comply with this duty, the directors should first establish what ‘success’ means for the company.

Duty to exercise independent judgment

A director has a duty to exercise independent judgement, which means that he or she must not blindly follow the advice or instructions of a third party or fetter his or her discretion.

Duty to exercise reasonable care, skill and diligence

A director has a duty to exercise the same reasonable care, skill and diligence that would be exercised by a reasonably diligent person with:

  • the general knowledge, skill and experience that may reasonably be expected of a person carrying out the functions carried out by the director in relation to the company, and
  • the general knowledge, skill and experience that the director has.

This is a two part test, the first part of the test is objective and sets a minimum standard for a director based on their particular role and responsibilities. The second part of the test is subjective and takes into account the particular director’s actual experience, knowledge, skills and specialism.

Duty to avoid conflicts of interest

A director must avoid a situation in which he has, or can have, a direct or indirect interest that conflicts, or may possibly conflict, with the interests of the company.

The prohibition relates to the situation rather than the actual conflict, thus, it appears that this duty applies whether or not the director has any influence over the situation and even if the conflict in question is trivial in nature. The scope of this duty is therefore very wide!

This duty is not infringed:

  • if the situation cannot reasonably be regarded as likely to give rise to a conflict of interest;
  • if the matter has been authorised in advance by the directors in accordance with the CA 2006, or
  • where a company’s articles contain provisions for dealing with conflicts of interest, the directors have acted in accordance with those provisions.

Please note that authorisation cannot be given retrospectively and it applies to the conflict situation only and not other breaches of duty.

Duty not to accept a benefit from a third party

A director is under a duty not to accept a benefit from a third party that is conferred because:

  • he is a director, or
  • he has done (or not done) anything as a director.

This duty does not catch benefits accepted by a director from the company, an associated body corporate or a person acting on behalf of the company or an associated body corporate.

There is no definition of what constitutes a ‘benefit’, although it is thought to have a broad meaning that covers benefits of any description, including non-financial benefits.

Duty to declare an interest in a proposed transaction or arrangement

A director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the company has a duty to declare the nature and extent of that interest to the other directors before the company enters into the transaction or arrangement, except where:

  • the director is not aware of his interest or the transaction or arrangement in question (although for this purpose, the test is objective and director is treated as being aware of matters of which he ought reasonably to be aware);
  • the interest cannot reasonably be regarded as being likely to give rise to a conflict of interest;
  • the other directors are already aware of the interest (and for this purpose, the test is objective and the directors are treated as being aware of matters of which they ought reasonably to be aware), or
  • it concerns the terms of his service contract that are to be considered by a meeting of the directors or a committee of the directors.

The declaration of interest must be made as soon as reasonably practicable after the director becomes aware of the interest.

Breach of a duty

The consequences of a breach of duties may, amongst other things, include:

  • damages or compensation where the company has suffered loss;
  • restoration of the company’s property;
  • an account of profits made by the director, and
  • rescission of a contract.

It may be possible for a director to be protected from liability in the event of a breach of the general duties by:

  • directors’ insurance;
  • an indemnity from the company;
  • ratification by the members of the company, or
  • relief from the court for the breach of duty.

 

The Legal Stop provides several legal documents and contracts aimed at helping you comply with your legal duties as director!

The Investigation of Google Comes to its End

After a two-year-long investigation, Google has now been cleared of rigging search results to favour its own products and services.

As a result of this investigation the search engine giant was forced to stop the usage of information from other providers in their search results and also to give advertisers more data on their campaigns.

Another change that the American internet company had to make was the way it operates its Motorola Mobility arm and the patents acquired.

Google was criticized by the Federal Trade Commission (FTC) for the usage of patents in order to make other companies paying considerable sums of money.

For future Google has promised to charge “fair and reasonable” rates to companies using the patents.
In the words of John Leibowitz, who is the chairperson of the FTC, the investigation proved that Google sometimes favoures its services but it does not do it “without legitimate justification”.

The developments seemed confusing and disappointing to the body representing different Google critics and it said:

“The FTC’s decision to close its investigation with only voluntary commitments from Google is disappointing and premature, coming just weeks before the company is expected to make a formal and detailed proposal to resolve the four abuses of dominance identified by the European Commission, first among them biased display of its own properties in search results.”

The answer of the chief legal officer of Google, David Drummond, was published in a blog saying that after 19-month search through Google’s documents the FTC had finally closed their investigation.

“The conclusion is clear: Google’s services are good for users and good for competition.”

 

 

Legal or Illegal Immigrants

Many people inUKgot wrong calls from a firm working for the UK Border Agency. They were announced that despite the fact they stayed legally in theUKthey would have to leave the country.

The UKBA contracted Capita for more information about the illegal immigrants in theUK, with the intent to clear their cases.

Unfortunately, the firm made a huge mistake and contacted a number of people who already gotUKpassports or valid visas. These people were warned to get in touch with the UKBA immediately because they were no longer permitted to stay and work in theUK.

Contractor Capita apologized and said that the error probably came because of outdated files and summoned all these people to contact the Home office of the UK Border Agency and give correct data.

Capita and UKBA received numerous complaints and warnings.

Many of the affected people did not have the chance to contact their lawyers because their messages were being sent out over the Christmas period. Another suggestion for a forthcoming problem was the fact that the delivery of the news may have been dismissed if sent via text message because many people receive them as spam messages and do not open them.

In fact, many of those who are really illegal immigrants did not receive such calls. However, critics claim that even if these had got warning calls this would not have frightened them and made them leave the country.

The UKBA came with the statement that it “will enforce the removal of anyone who refuses to go home voluntarily”.

If you are employer and have some concerns regarding hiring foreign employees, do refer to our employment document templates.

 

Seven DVLA Workers Suspended for “inappropriate” Facebook Comments

Seven office workers have been suspended because of “inappropriate” comments in a social network. They are part of the staff of the DVLA in Swansea. The reason for suspending was because they were caught writing jokes on Facebook, while working and as according to the latest employment contracts, employees are not allowed to get engaged in the social networks, except if it is work-related. The seven DVLA employees are now  about to face disciplinary action.

The number of people working in the office in the DVLA’s office in Swancea is about 5000.

The spokesperson of the agency said: “The staff remains suspended while investigations are ongoing.”

As a result, after this incident all the workers of this agency were banned from accessing social networking websites when they are at work.

The staff claims they posted their comments outside work but were later reported to management. However, according to the spokes person, all inappropriate posts and jokes made by the staff were to be investigated, no matter if they had been made at work or outside work.

“All staff are aware of the guidance in place and are reminded on a regular basis.”

Now DVLA is about to close 39 of the regional offices in order to cut costs and encourage people to use its online services.

Christmas Holiday Getaway

There is one week each year when all kinds of traffic are really busy. This is the week when people travel in order to be with their relatives on Christmas.

A problem with the signal disrupted the train services in Great Western.

Because of the heavy rain and floods on Thursday, the getaway is a bit dangerous and difficult.

Trains throughout the whole country were cancelled and it happened so that even some people were stuck with their vehicles and they had to be rescued.

Rail disruption

After a fire caught a cable at overnight atPrestonPark, many trains were affected and it all resulted in delays of about 90 minutes.

BetweenBrightonand Haywards Heath, buses were sent in order to help transporting people.

A signaling problem is causing disruption near Hayes and Harlington. Because of the problems, a number of Paddington services have been delayed and some were cancelled, including those toReadingandCardiff.

At least until 15:00 GMT, trains toBristolwill travel with a reduced service and trains between Paddington andHeathrowAirportdo not travel at all.

The national Rail announced that the weather affected many other train services:

Canceled trains- between Ellesmere Port and Hooton nearChester, between Crewe andChester, from Uttoxeter andStoke-on-Trent.

At the same time, about 200,000 people are expected to cross the channel on the Eurostar and ferries.

Works suspended

Airports are preparing to receive hundreds of thousands passengers in the days around Christmas.

John Curtin, of the Environment Agency, said:

“With a very busy travel weekend coming up, we would also ask that people check their route before traveling, and remember not to drive or walk through flood water”.

The Legal Stop wishes you happy holidays! In 2013, you will probably need legal document templates, so The Legal Stop is the place to find a solution for your business needs.

High Threshold for Offensive Social Media Prosecutions

According to the director of public prosecutions Keir Starmer QC the Crown Prosecution Service guidelines proposed today will give a free hand to insolent and satirical comments.

The requirement of these guidelines is to make communications distinguishable- communications that may constitute credible threats of violence, harassment or stalking or may amount to a breach of a court order, and those that are grossly offensive, indecent, obscene or false.

The first three categories of offences should ‘be prosecuted robustly under the relevant legislation”, which is in this case Protection from Harassment Act. The other cases from the final category will be subject to a high threshold.

‘A prosecution is unlikely to be in the public interest if the communication is swiftly removed, blocked, not intended for a wide audience or not obviously beyond what could conceivably be tolerable or acceptable in a diverse society which upholds and respects freedom of expression,’ he said.

The guidelines remind that only in the cases when prosecutors agree that the communication in question is not only offensive but also satirical, distasteful and even shocking, just then they are able to take action under the Malicious Communications Act 1988 and section 127 of the Communications Act 2003. . On the other hand, if communication is proved to be offensive, indecent, unpopular or shocking but there is not enough evidence that there is violence or blackmailing then prosecutors are just warned to be considerably cautious.

The answer of a partner at Manches called Jonathan Snade was: ‘The key focus of the guidelines is on the need for prosecutors to draw a balance between criminal offences potentially committed (1) via communications which threaten violence to a person or damage to property, which specifically target individuals with harassment or blackmail and which may breach a court order (for example through an unlawful disclosure of information or a person’s identity) and (2) via those communications which do none of those things but which are nevertheless grossly offensive, indecent, obscene or false.”

When talking about the latter category he meant that an important thing for CPS is the need for prosecutors to take into consideration the right to freedom of speech under Article 10 of the European Convention on Human Rights and not on the last place that hundreds of millions nowadays use social media in order to communicate.

Due to the guidelines cases must be threshed out with their own facts. It is assumed that public interest shouldn’t be that big when the suspect is under 18 or the communication in question was swiftly removed from some social site.

13 March is the date when the public consultation on the guidelines will be closed.

Please check our Anti-bullying and Harassment Policy

No Agreement on the UK Bill of Rights

A commission of nine government-appointed experts failed to reach an agreement about the UK Bill of Rights. These experts spent a year and a half looking at the current Human Rights Act with the idea of replacing it with an independent UK Bill of Rights.

Their decision to replace it was due to the fact that The Human Rights Act 1998 is currently criticized because of its association withEurope. It has been said to bring theUKin line with the European Convention on Human Rights.

Many critics claim theUKdoes not have any control over its own human right laws because it was forced to agree to the changes proposed by the European Court of Human Rights. An example of this turns out to be the conflict between the government and the ECHR on the topic of prisoner voting rights.

In opposition to the conservatives who had been in favour of a UK Bill of Rights, appeared people like their Lib Dem colleagues within the coalition, whose deputy is PM Nick Clegg and who are not that enthusiastic.

Seven of the members were pro and the other two were con the idea that the Bill of Rights was worth pursuing. These two were, Labour peer Baroness Kennedy and law professor Philippe Sands, whose opinion is that a UK Bill of Rights would “be used to strip people of basic rights and decouple theUKfrom the European Convention”.

The fact that the commission did not manage to come to an agreement appeared as a blow for David Cameron, who recently showed his dissatisfaction with today’s European human rights law and accused ECHR that they wanted to giveUKprisoners the vote.

There were some signs showing that there was almost no chance that the commission’s decision goes in favour of the Tories.

Dr Michael Pinto-Duschinsky was the member who resigned from the commission in May. Before leaving, he accused Nick Clegg and former justice secretary Ken Clarke that they were ready to do everything in favour of Europe.

If you are on your way to sign a legal agreement, do consider our wide range of legal document templates.

 

Notice Period For Redundancy is About to be Reduced

In April 2013 the compulsory 90 days in advance of large scale redundancies are to be halved to 45 days.

After this happens employers will not wait that long before shedding excess employees. The government’s opinion is that this change will help businessmen get more rights when hiring or firing employees.

Last year the capitalist Adrian Beecroft made a proposal in his report so that the red tape in employment should be reduced and businesses should be encouraged to grow and give jobs to more people. He also recommended that the notice period for redundancies should be reduced up to 30 days with employers being able to give a five days notice in emergency circumstances.

Vince Cable and other members of the coalition government accused Lord Beecroft that he wanted to create “industrial-level insecurity for workers”.

The government refused to trim the period that much.

According to the Employment Relations Minister Jo Swinson, the changes will be useful for the employers as well as for the employees because in his words the present redundancy period “can cause unnecessary delays for restructuring, and make it difficult for those affected to get new jobs quickly.”

She said that the reforms will give employees some peace of mind for their future and will give employers flexibility to be able to restructure.

The general secretary for the Trade Union Congress (TUC, was not convinced on the positive impact of these changes over employees. “These measures will not create a single extra job. The idea that an employer will change their mind about taking someone on because the statutory redundancy consultation period has been reduced from 90 to 45 days is close to absurd.

“The last thing we need is for the government to make it easier to sack people.”

Please check out our Redundancy Policy!