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The show’s over for disqualified director (Insolvency Service)

The show’s over for disqualified director

12 August 2016

Eleanor Mary Wilson, director of a community arts centre and music venue, has been disqualified from acting as a director for five years.
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The sole director of a community centre for arts and live music in Hackney has been disqualified from acting as a director of a limited company for a period of five years for failing to pay tax and failing to properly maintain and/or deliver up the company’s accounting records.

The High Court of Justice made an Order disqualifying Eleanor Mary Wilson for 5 years, on 11 May 2016, after Ms Wilson failed to attend or respond to the Secretary of State for Business, Innovation and Skills’ application for the Disqualification Order.

An Insolvency Service investigation found that Ms Wilson had been the sole director of Passing Clouds Limited from March 2011 and that she failed to deliver up accounting records to explain cash withdrawals and transactions debiting the company bank account totalling more that £80,000.

The company also failed to pay sufficient monies to HMRC in respect of VAT and PAYE/NIC throughout its period of trading which resulted in a debt due to HMRC of more than £170,000.

Robert Clarke, Head of Insolvent Investigations North, which is part of the Insolvency Service, said:

Directors have a duty to ensure that their companies maintain proper accounting records, and, following insolvency, deliver them to the office-holder in the interests of fairness and transparency. Without a full account of transactions it is impossible to determine whether a director has discharged their duties properly, or is using a lack of documentation as a cloak for impropriety. This director has paid the price for failing to do that, as she cannot now carry on in business other than at her own risk.

Furthermore, directors who fail to submit returns or pay their taxes gain an unfair advantage over other businesses who are doing the right thing and paying the money they owe.

Notes
Passing Clouds Limited (CRO No. 07586030) was placed into creditors’ voluntary liquidation on 15 August 2013 with assets £5,000 and liabilities £181,539, leaving a deficiency of £176,539, of which £172,809 was due to HMRC. The company traded as a community arts centre and live music venue from Hackney, London.

A Disqualification Order was made in the High Court of Justice, Chancery Division on 11 May 2016 which disqualified Eleanor Mary Wilson from acting as a director for a period of 5 years. The order comes into effect on 01 June 2016.

No escape for restaurant directors who employed illegal workers

No escape for restaurant directors who employed illegal workers

25 August 2016

The directors of six restaurants from Lincolnshire to West Sussex who put their businesses into liquidation to avoid paying fines for employing illegal workers have received lengthy bans following separate investigations by the Insolvency Service.
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The restaurants based in Spalding, King’s Lynn, London, Bristol, Redhill and Horsham, employed 20 illegal workers between them and were fined in 2013 and 2014 after Home Office Immigration Enforcement found them to be employing illegal workers. The businesses were all subsequently put into liquidation with the fines left unpaid.

In total nine people have been banned from being company directors or being involved in the management of companies for between six and eight years.

Vicky Bagnall, Director of Investigation and Enforcement, said:

Employing illegal workers is not a victimless crime. These directors sought an unfair advantage over their competitors by employing people under the radar who were not entitled to work legally in the UK.

It is not acceptable to use the insolvency process to escape legal sanctions. This action is a warning to other employers that if you flout the law, there will be consequences.

The disqualified directors are:

Akhtar Zaman, 48, the sole registered director of Rajkumar Restaurant, Horsham, disqualified for eight years
Irina Kandel Sapkota, 33, the director of Everest Spice, Redhill, disqualified for six years
Sitar Ahmed, 62, the director of Ahmed Tandoori Restaurant, Wimbledon, disqualified for six years
Mohammed Liton Miah, 28, the director of India Gate Restaurant, Kings Lynn, disqualified for seven years
Kahir Uddin Chowdhury and Bedar Chowdhury, the directors of Cinnamon Resturant, Bristol, both disqualified for six years
Abu Rasel, 40, and Fazlul Haque, 29, the directors of Tulip Tandoori, Spalding, both disqualified for six years

Notes to editors

Akhtar Zaman, is of Horsham and his date of birth is 26 February 1968.

He was the sole registered director of Sadiq-Nishat UK Limited, which was incorporated in 2009 and traded as an Indian restaurant from Horsham, West Sussex.

Akhtar Zaman’s disqualification follows collaboration between the Insolvency Service and Home Office Immigration Enforcement (formerly UK Border Agency). The matters leading to his disqualification include that:

having inspected the premises of Rajkumar Restaurant in May 2013, UK Border Agency officials found six illegal workers and imposed a penalty of £30,000
after having been visited, Akhtar Zaman made three transfer payments of almost £13,000 to himself within a two week period during June 2013 and failed to provide any explanations when requested. The company did not pay the £30,000 penalty imposed by the UK Border Agency and ceased trading in November 2013
at liquidation in March 2014, the company had a recorded deficiency in excess of £73,000 including £30,000 which was owed to the UK Border Agency in respect of the penalty imposed for employing illegal workers

Irina Kandel Sapkota is of Surrey and her date of birth is 14 January 1983.

She was the director of 2A Restaurants Limited (CRO No. 07911040) which was incorporated on 19 February 2013 and went into creditors’ voluntary liquidation on 18 May 2015. Its registered office was at 39 Holland Close, Redhill, Surrey RH1 1HT. The business, a Nepalese and Indian restaurant trading as Everest Spice, went into liquidation on 10 February 2015 owing £45,985 to creditors.

The unfitness which resulted in the undertaking was that Mrs Sapkota failed to ensure that 2A Restaurants Limited complied with immigration law resulting in the employment of three illegal workers. Following a visit from Home Office Immigration Officers on 8 July 2014, during which this breach was discovered, the company was fined a civil penalty of £30,000 by Home Office Immigration Enforcement (HOIE). The company raised an objection but this was rejected by HOIE and the fine remained in place. The company failed to make any payment to HOIE.

Sitar Ahmed is of London and his date of birth is 10 April 1954.

He was the sole director of Amader Shodesh Limited (CRO No. 07527679) which was incorporated on 14 February 2011. Its registered office was at 2 The Broadway, London SW19 1RF. The business traded as Ahmed Tandoori Restaurant, Wimbledon and went into liquidation on 11 November 2014 owing £47,747 to creditors.

The matters of unfitness which resulted in the undertaking were:

Mr Ahmed failed to ensure that Amader Shodesh Limited complied with immigration law with the result that it employed one illegal worker. Following a visit from HOIE on 8 February 2013, during which this breach was discovered, the company was fined a civil penalty of £5,000 by Home Office Immigration Enforcement. The company could not pay the fine and ceased trading in April 2013 without making any payment to HOIE
Mr Ahmed made a false statement on an application to Companies House that could have resulted in the company being dissolved

Mohammed Liton Miah is of London and his date of birth is 16 October 1987.

India Gate Restaurant Limited (CRO No. 05899161) was incorporated on 8 August 2006 and went into creditors’ voluntary liquidation on 28 August 2014. Its registered office was at 41 St James Street, King’s Lynn, Norfolk PE30 5BZ.

The matter of unfitness which resulted in the undertaking was that Mr Miah caused India Gate Restaurant to fail to comply with immigration law by employing two illegal workers. Following a visit from Home Office Immigration Officers, during which this breach was discovered, the company was fined a civil penalty of £10,000 by HOIE on 6 June 2014. The company failed to make any payment to HOIE before it went into liquidation.

Bedar Chowdhury (date of birth is May 1970) and Kahir Uddin Chowdhury (date of birth December 1964) are of Bristol.

Jamuna Restaurant Limited (CRO 07672269) was incorporated on 16 June 2011. Its registered office was 13 Rockwell Avenue, Kingsworth, Bristol, BS11 0UF. It traded from premises at 68 High St, Keynsham, Bristol, BS31 1EA.

The then Secretary of State for Business, Innovation and Skills accepted undertakings from Kahir and Bedar Chowdhury on 23 May 2016, for 6 years each from 13 June 2016.

The matters relating to their disqualifications were:

on 17 July 2015 Home Office Immigration Enforcement officers visited the Cinnamon Restaurant. During the visit the Home Office discovered four illegal workers
on 8 September 2015, the Home Office issued Jamuna with a civil penalty for £40,000. The starting fine is £15,000 for each illegal worker, but this was reduced to £10,000 as the company had co-operated. The company did not pay the fine
the Home Office referred the case to the Insolvency Service to consider disqualification action against the directors
on 26 January 2016 the directors placed the company into Creditors Voluntary Liquidation. The company did not have sufficient assets so the fine remained unpaid

Abu Rasel (date of birth 13 January 1976) is of Holbeach, Lincolnshire and Fazlul Haque (date of birth 17 October 1986) is of Plaistow, London.

They were the sole directors of Sogor Ltd. (CRO 07742221) which was incorporated on 16 August 2011 and traded as Tulip Tandoori from 2 Pinchbeck Road, Spalding, Lincolnshire, PE11 1QD. Sogor entered liquidation on 17 December 2014 with an estimated deficiency of £45,277.

The Secretary of State accepted undertakings of six years from Mr Rael (on 13 April 2016) and Mr Haque (on 22 July 2016)

The matter of unfitness which neither director disputed was that they caused Sogor Limited to fail to comply with immigration law by employing four illegal workers. Following a visit from Home Office Immigration Officers on 27 March 2014, during which this breach was discovered, the company was issued with a penalty notice in the sum of £20,000 which remained outstanding at liquidation.

A disqualification order has the effect that without specific permission of a court, a person with a disqualification cannot:

act as a director of a company
take part, directly or indirectly, in the promotion, formation or management of a company or limited liability partnership
be a receiver of a company’s property

Persons subject to a disqualification order are also bound by a range of other restrictions.

Disqualification undertakings are the administrative equivalent of a disqualification order but do not involve court proceedings.

Further information on director disqualifications and restrictions is available.

The Insolvency Service administers the insolvency regime, investigating all compulsory liquidations and individual insolvencies (bankruptcies) through the Official Receiver to establish why they became insolvent. It may also use powers under the Companies Act 1985 to conduct confidential fact-finding investigations into the activities of live limited companies in the UK. In addition, the agency authorises and regulates the insolvency profession, deals with disqualification of directors in corporate failures, assesses and pays statutory entitlement to redundancy payments when an employer cannot or will not pay employees, provides banking and investment services for bankruptcy and liquidation estate funds and advises ministers and other government departments on insolvency law and practice.

Insolvency Service News

Director duo tested to destruction and flushed out

John Williams, of Stirlingshire, has been disqualified for 10 years for acting as a company director of Weldtek QA Limited whilst he was disqualified and failing to make payments to HM Revenue & Customs (“HMRC”).
His wife Tracy Williams who was the sole appointed director of Weldtek QA Ltd has also been disqualified for 4 for abrogating her duties and allowing John Williams to act as a director whilst he was disqualified and whilst also allowing him to trade the company to the detriment of HMRC.

13-year disqualification for director whose company peddled unsound investment

Joseph Rowland, 36, a company director from Wickford, Essex has been disqualified from acting as a director for 13 years.
Following an investigation by the Insolvency Service, Mr Rowland gave an undertaking to the Secretary of State for Business, Innovation and Skills that he will not act as a director of a limited company until May 2029.
The investigation found that Mr Rowland had caused Vincent Clare Limited to market and sell Rare Earth Metals as an investment opportunity to members of the public on the basis that they would increase in value and be sold for a profit in the future when Mr Rowland knew, or ought to have known, that they could not. As a result members of the public have lost at least £142,931.

Insolvency Service- Enforcement outcomes

https://www.gov.uk/government/news/decade-long-director-ban-for-bogus-bo...
Thomas Henry Harrison (“Mr Harrison”) an ex –policeman aged 69 and Ian Christopher Hughes (“Mr Hughes”) age 43, of Wrexham, North Wales, both gave undertakings to the Secretary of State for Business, Innovation and Skills not to be a director of a limited company for 10 years.
Mr Harrison and Mr Hughes were directors of The Emergency Services (Media Department) Ltd (“ESMD”) which was wound up by the Court in the Public Interest on 16 October 2014, owing creditors at least £54,125. The company also had an unknown amount of contingent liabilities from customers who did not receive services or were misled.
https://www.gov.uk/government/news/two-men-disqualified-for-20-years-for...
Michael Joseph Bell and Gavin Rupert Kipling, directors of Digital Spark Limited, a designer, developer and implementer of digital and mobile healthcare software company have been disqualified for 20 years for falsifying accounts and manipulating bank data.
An investigation by the Insolvency Service found the two men diverted company funds to their personal bank accounts and failed to maintain accurate accounting records.

https://www.gov.uk/government/news/no-work-for-boss-of-labour-supply-com...
Amanpreet Danny Sahota of Dansah Ltd (“Dansah”) has been disqualified for 7 years for causing the company to submit false VAT returns to HM Revenue & Customs and trading Dansah to the detriment of HMRC, the majority creditor at the company’s liquidation.
Dansah commenced trading in April 2011 supplying labour via subcontractors to the construction industry.

Anti tax avoidance measures in Europe (ICAEW)

Anti tax avoidance measures in Europe
by Tax Faculty Team on 25.07.2016 18:19
Topics: Tax avoidance, International

Recent developments

On 5 July 2016, the European Commission issued a Communication on further measures to enhance transparency and the fight against tax evasion and avoidance, setting out two proposed legislative changes, to the Anti-Money Laundering Directive and the Administrative Cooperation Directive, to enhance access to beneficial ownership information, and considering mandatory reporting rules for tax advisers and “promoters” of tax planning schemes. The Communication is a reaction to the “Panama Papers” revelations on secret offshore companies of April 2016.

The legislative changes will require member states to allow tax authorities access to their beneficial ownership registers, set up for anti-money laundering purposes.

The Commission also proposes that existing, not only new, accounts should be subject to due diligence controls under anti-money laundering rules, to prevent accounts that are potentially used for illicit activities from escaping detection. Passive companies and trusts would also be subject to greater scrutiny and tighter rules.

Apart from improving access to beneficial ownership information, the Commission will examine how member states could automatically exchange information on beneficial owners of companies and trusts with a potential tax impact.

The Commission intends to carry out a public consultation in autumn 2016 into mandatory reporting rules for tax advisers and promoters of tax planning schemes. It will also work on a possible global approach, going beyond the OECD (BEPS 12) Recommendations of October 2015.

The Commission is planning to present an EU list of non-cooperative jurisdictions in 2017. It has asked the EU Council´s Code of Conduct Group to consider possible countermeasures against listed jurisdictions.

While the Communication stresses the need to protect whistle-blowers in certain areas including taxation, the Commission will, for the time being, limit itself to monitoring existing national arrangements.

Insolvency Service Director Disqualifications

Repossession advisor wound up following Insolvency Service investigation
Swift House Solutions Limited (Swift) which offered repossession and eviction advice services to the public has been wound up in the High Court.
The investigation found that Swift had continued the business of Repossession Management Bureau Limited, RMB Assets Limited and OM Payments Limited, which had all been would up by the court on 1 September 2015 following an earlier Insolvency Service investigation.

Husband and wife banned for £1 million under-declaration to HMRC
Mohammed Arshid (61) and Maqsoodan Arshid (57) of Broughty Ferry, Dundee, have given undertakings to the Secretary of State for Business Innovation and Skills, that they won’t act as directors of a company for a period of 11 years and 2 years respectively, from 4 May 2016.
An investigation by the Insolvency Service found Mohammed Arshid had breached his fiduciary duty as a director by submitting false information to HM Revenue & Customs (HMRC) resulting in lost revenue on PAYE Tax, NIC, VAT and Corporation Tax totalling £1,020,423. His wife, Maqsoodan Arshid, was disqualified for abrogating her duties as a director which allowed Mohammed Arshid the freedom to commit the offence, which they both personally benefitted from.

Maximum disqualification for director involved in selling carbon credits
Anthony Allen, aged 31, the director of Global Neutral Ltd (Global Neutral), has received the maximum disqualification preventing him acting as a director for 15 years. An Insolvency Service investigation found that under Mr Allen’s sole control, Global Neutral used misleading sales practices to take more than £1.1 million from members of the public between April and September 2012 to buy Voluntary Emission Reduction carbon credit units (VERs) as investments.
There is no genuine market for VERs that is accessible to the public to resell their units. In the unlikely event they could have been sold, the units had been marked up so much over cost price by Global Neutral that customers would not be able to make a profit.

Mastermind of unscrupulous African stove investment gets 14 year ban
Mark Andrew Ayres, previously known as Mark Eyres and Mark Heaver, acted as a director of Global Eco Projects Ltd (GEP), in breach of a prior director disqualification. He also caused it to both receive investor monies in breach of financial regulations, and fail to protect those monies, as contractually agreed with its investors.
In addition, two of GEP’s registered directors, John Roger Childs and Mark Francis Cooney, were disqualified for 7 years from 14 and 29 April 2016 respectively. This was for first allowing Mr Ayres to act until 31 July 2013 as mentioned above, and then their decision to continue trading from August 2013, receiving and disposing of further investment funds while insolvent, in breach of financial regulations and contract.

15 year ban for man misleading court over £25m property dispute
Paul Edward Fleury fraudulently transferred the business and assets of one company to a newly incorporated connected company for nothing, in order to defeat a Court Order. He has been disqualified from acting as a director for 15 years.
Following an investigation by the insolvency Service, the Secretary of State accepted an undertaking from Mr Fleury on 29 April, not to act as a director of a limited company for 15 years from 20 May.

Insolvency Service Disqualification of directors

Repossession advisor wound up following Insolvency Service investigation
Swift House Solutions Limited (Swift) which offered repossession and eviction advice services to the public has been wound up in the High Court.
The investigation found that Swift had continued the business of Repossession Management Bureau Limited, RMB Assets Limited and OM Payments Limited, which had all been would up by the court on 1 September 2015 following an earlier Insolvency Service investigation.

Husband and wife banned for £1 million under-declaration to HMRC
Mohammed Arshid (61) and Maqsoodan Arshid (57) of Broughty Ferry, Dundee, have given undertakings to the Secretary of State for Business Innovation and Skills, that they won’t act as directors of a company for a period of 11 years and 2 years respectively, from 4 May 2016.
An investigation by the Insolvency Service found Mohammed Arshid had breached his fiduciary duty as a director by submitting false information to HM Revenue & Customs (HMRC) resulting in lost revenue on PAYE Tax, NIC, VAT and Corporation Tax totalling £1,020,423. His wife, Maqsoodan Arshid, was disqualified for abrogating her duties as a director which allowed Mohammed Arshid the freedom to commit the offence, which they both personally benefitted from.

Maximum disqualification for director involved in selling carbon credits
Anthony Allen, aged 31, the director of Global Neutral Ltd (Global Neutral), has received the maximum disqualification preventing him acting as a director for 15 years. An Insolvency Service investigation found that under Mr Allen’s sole control, Global Neutral used misleading sales practices to take more than £1.1 million from members of the public between April and September 2012 to buy Voluntary Emission Reduction carbon credit units (VERs) as investments.
There is no genuine market for VERs that is accessible to the public to resell their units. In the unlikely event they could have been sold, the units had been marked up so much over cost price by Global Neutral that customers would not be able to make a profit.

Mastermind of unscrupulous African stove investment gets 14 year ban
Mark Andrew Ayres, previously known as Mark Eyres and Mark Heaver, acted as a director of Global Eco Projects Ltd (GEP), in breach of a prior director disqualification. He also caused it to both receive investor monies in breach of financial regulations, and fail to protect those monies, as contractually agreed with its investors.
In addition, two of GEP’s registered directors, John Roger Childs and Mark Francis Cooney, were disqualified for 7 years from 14 and 29 April 2016 respectively. This was for first allowing Mr Ayres to act until 31 July 2013 as mentioned above, and then their decision to continue trading from August 2013, receiving and disposing of further investment funds while insolvent, in breach of financial regulations and contract.

15 year ban for man misleading court over £25m property dispute
Paul Edward Fleury fraudulently transferred the business and assets of one company to a newly incorporated connected company for nothing, in order to defeat a Court Order. He has been disqualified from acting as a director for 15 years.
Following an investigation by the insolvency Service, the Secretary of State accepted an undertaking from Mr Fleury on 29 April, not to act as a director of a limited company for 15 years from 20 May.

Panama Database released: Are you at risk? (Grant Thornton)

Panama database released: are you at risk?

On 9 May 2016 The International Consortium of Investigative Journalists are set to release a searchable database of the information obtained from the recent data leak from Panamanian law firm, Mossack Fonseca (MF).

Any individual who has been associated with MF during the last 40 years, either directly or even indirectly through their relationships with over 14,000 banks and law firms worldwide, could have their identities exposed as ordinary members of the public will be able to access that information relating to their until now ‘private’ affairs, including MF’s own internal records. The database may allow the ultimate beneficial owners of all offshore (not just Panamanian or British Virgin Islands) entities created and/or administered by MF to be identified.

We have seen in recent weeks the impact of MF disclosures have had on politicians and celebrities alike, ranging from resignations to explanations of the origins and UK tax impact of structures. The media has not always understood the true tax effect of some of these structures but it has certainly made interesting headlines.

HM Revenue and Customs, and other tax authorities worldwide, will now have access to unprecedented levels of information which they will use to shape their offshore tax compliance programmes.

Web Site Legalities (DTM Legal LLP)

There is an ever increasing need for an online presence for all businesses large or small. Utilised correctly, a company website can drive the brand of a business, offer 24 hour access for customers and act as a forum to advertise and trade.

In this modern age you don’t need to be a computer whiz to create a fully functioning company website. At the click of a button there is an abundance of low cost, online website builders which are both user-friendly and cheap.

Whether creating a website or operating one which is already up and running, businesses must ensure that the website complies with a number of UK and European laws which are specifically aimed at protecting consumers. These laws govern what information must be supplied about a business, its complaints procedures and consumer rights. This article provides an overview of the main legal obligations for UK website operators.

The law distinguishes between two distinct types of websites: those which simply advertise services and provide information and those which actively trade and conclude sales online.

Information to be supplied by all website operators

Regardless of whether or not goods and services are sold, all websites must include the following information:
1 Name and address of the service provider. Where a trader is acting on behalf of another trader, the address details of the second trader must also be provided.
2 Contact details (including an email address) which are sufficient to allow the customer to make ‘direct and effective’ communication with the service provider. An enquiry form is a good way of demonstrating that direct and effective communication is achieved.
3 If the business is a corporate entity, the registered name, number and details of the registered office must be supplied.
4 If the company is a Community Interest Company or an Investment Company then this must be explicitly stated.
5 Where a business undertakes an activity that is subject to VAT, a registration number must be provided.
6 If a company has entered receivership, administration, liquidation or winding-up it must be made clear on the website and a statement detailing any appointments must be provided.
7 Where the service provider is a member of a regulated profession, such as a doctor or a vet, details of their professional title, regulatory body and reference to the specific rules applicable to them.

Information to be supplied by trading websites to consumers

The legal obligations placed on website operators that sell goods and services to consumers are much higher than those which simply provide information. A ‘consumer’ is any person who is acting outside of their trade, business or profession. Consequently, business users do not benefit from the same protection.

Online shopping is big business and figures published earlier this year by the Centre for Retail Research predict that UK consumers will spend on average £1,174 online in 2015, which will make them the most frequent online shoppers in Europe. It follows that consumer rights law has developed to ensure that customers are not disadvantaged for choosing to shop online and e-commerce is not stifled due to lack of trust.

In addition to the information outlined above, the following must also be included where the website is used for the purchase of goods, services and digital content:

Pre contract Information for consumers
1 A description of the main characteristics of the goods or services must be provided. The level of detail depends upon the complexity of the product.
2 The total price and how it is calculated (inclusive of taxes) must be provided along with delivery charges and any additional costs. Failure to include this information will result in the consumer not having to pay these charges.
3 The customer must be provided with information about their right to cancel. Most contracts concluded online allow consumers the right to cancel within 14 days. There are some exceptions to the rule, such as websites which provide financial services, package holidays and gambling. The Government has published model instructions which can be used by website operators and meet all the legal requirements.
4 Where the consumer is purchasing a subscription, the total cost per billing period or the total monthly cost must be provided.
5 Communication costs which are not ‘basic rate’ must be drawn to the customer’s attention, including premium rate telephone numbers.
6 Details of how payment will be taken must be provided, particularly if payment is made via the customer’s phone bill.
7 Estimated delivery time and options available to the customer for enhanced delivery.
8 The service provider’s complaints handling policy.
9 Details must be provided of when there is no right to cancel or the circumstances in which it can be lost. For example, if the consumer requests the supply of services before expiry of the cancellation period.
10 Reminder of the trader’s legal duty to ensure that the goods match their description.
11 Details must be provided of the duration of the contract and conditions for terminating the contract.

Information to be provided to consumers before the contract is finalised

Before a potential customer completes their purchase, the following information must be provided in a clear, comprehensible way:
1 The steps the customer must follow to complete the purchase, including details of how they can review their order to identify and correct any input errors.
2 Whether the provider will file the electronic contract and if so, whether it will be accessible to the customer.
3 The languages offered for the conclusion of the online contract.

Modern Slavery Act 2015

Businesses with an annual turnover of £36 million or more will soon be required to publish an anti-slavery statement explaining what steps they have taken to ensure that slavery is not taking place in any part of the business or supply chain.

Commercial organisations with a financial year that ends before 31 March 2016 do not have to make a statement in respect of that financial year. It covers all organisations which do some business in the UK and therefore will catch international groups of companies, even if the UK turnover is much smaller.

Criminal sanction for failure to complylegal files

Failure to provide basic company information without reasonable excuse, such as the
company’s name, registered number and registered office is a criminal offence. Every director in default is liable to conviction, a fine and a criminal record. In addition, the company may also be fined and continued contravention may result in a supplementary ‘daily default’ fine.

Particular care must be taken by group companies as the requirements will not be met by simply including parent company information on a subsidiary’s website. Instead, it is the subsidiary’s information which is required.

Breach of Contract

Failure to provide pre-contract information will amount to a breach of contract by the supplier. This is because the Consumer Contract Regulations effectively insert into all contracts an implied term that the supplier has complied with its obligation to provide pre-contract information.

As a result of the supplier’s breach of contract, customers will be entitled to extended rights and remedies. For example, the cancellation period may be prolonged and prevent the supplier from making a deduction for use of the product during the cancellation period. The provider may also be prevented from charging for any services already incurred.

Court Sanctions

Failure to comply can also result in court sanctions. The Office of Fair Trading is responsible for enforcing consumer interests throughout the UK and has the power to apply to the Court for a ‘Stop Now Order’ to prevent suppliers infringing the information obligations. This order could stop a company from trading via its website until such time as the information provisions have been complied with.

Ultimately, in a competitive online market consumers are far more likely to place their trust in a supplier if their website is comprehensive, logical and complies with the law.

Global Transfer Pricing (Deloitte)

Global Transfer Pricing
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November
12, 2015
Global
TP Alert
2015
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018
France takes steps toward implementation of country by country reporting
The French National Assembly on November 12 approved an amendment to the draft Finance Bill for 2016
implementing the country by country reporting requirement in France, with the government’s full support. The measure
must be approved by the full assembly before it can enter into force. That vote is expected in December.

The precise list of data to be included in the French country by country report would be defined by an administrative
decree, but should include information about a multinational enterprise’s turnover, before tax profits, and number of
employees in the countries where the group is located.

The administrative decree is expected to implement the recommendations of the OECD’s final report on Action 13 of
the base erosion and profit shifting (BEPS) project

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