A&O Shearman Europe insights

On Employment: restrictive covenants, mobile workers, and UK trends

In a market where top talent is in constant motion, a poorly drafted restrictive covenant is not just a legal risk. It is a commercial liability. As workforce mobility intensifies and employers face the prospect of departing employees taking clients, confidential data, and competitive intelligence to rivals, the case for robust business protection has never been stronger. 

Kate Pumfrey, partner in A&O Shearman's London office, shares her insight on how UK employers are deploying, applying, and enforcing restrictive covenants. The discussion covers best practice for selecting and drafting restrictions that hold up under judicial scrutiny, the legal position on paying for covenants, the specific approach for mobile workers and employee shareholders, and the litigation trends shaping how courts currently approach enforcement challenges. 

HR leaders and in-house counsel reviewing their existing protection framework will leave this episode with a practical checklist for auditing, strengthening, and future-proofing their approach to restrictive covenants. 

On Employment delivers timely insights and practical guidance on the fast-evolving world of employment law. Each episode explores key legal developments, workplace trends, and HR strategy challenges—from investigations and litigation risk to diversity, hybrid working, and regulatory change. Designed for business leaders, HR professionals, and in-house counsel, the series offers expert perspectives to help organizations navigate complexity and foster resilient, compliant workplaces.   

Climate change litigation: the Hague ruling and its meaning for Italian businesses

Climate litigation is no longer a peripheral legal risk. Courts around the world are issuing rulings that set precedents with direct consequences for governments, corporations, and their advisers. The recent decision by the Hague Court of Appeal is one of the most consequential yet, and understanding its implications is essential for anyone operating at the intersection of law, business, and climate policy. 

Marco Lupoli, an environmental and climate law expert at A&O Shearman, analyzes the ruling in depth. What were the court's key findings, and why do they matter beyond the Netherlands? How does this decision interact with earlier landmark climate cases? And what does the emerging body of case law tell us about the direction of climate litigation for the years ahead? 

Note: This episode is recorded in Italian. 

Legal privilege for tax advice after the CJEU rulings

Does legal professional privilege protect tax advice in the EU? The answer, until recently, depended entirely on where you practiced. A landmark ruling from the Court of Justice of the EU (CJEU) has changed that calculation for Luxembourg and, potentially, beyond. 

A&O Shearman specialists who acted in the case examine the ruling in detail. The case arose from an order requiring a Luxembourg law firm to disclose information and documents in response to a cross-border information request from another EU member state. The CJEU found that the order interfered with the right to respect communications between a lawyer and their client, as protected under the EU Charter of Fundamental Rights and the European Convention on Human Rights. It also found that Luxembourg's existing rules, which excluded tax advice from the scope of legal privilege, constituted an unjustified interference with those rights.  

What does this ruling mean in practical terms for law firms advising on tax across the EU? How should privilege policies be reviewed in light of this decision? And which jurisdictions are now most exposed? 

On Employment: Employers’ duties around sexual harassment and the Employment Rights Bill

Autumn 2024 delivered one of the busiest legislative periods for UK employment law in years. A new obligation requiring employers to take reasonable steps to prevent sexual harassment came into force. At the same time, the Employment Rights Bill introduced sweeping changes to fire and rehire practices, third-party harassment obligations, and trade union law. For HR professionals and employment lawyers, keeping pace with the practical implications has been a significant challenge. 

Sarah Henchoz, global head of employment litigation at A&O Shearman, breaks down what these changes mean in practice.  

What actually constitutes "reasonable steps" for the purposes of the new sexual harassment duty? What are the less-publicized elements of the Employment Rights Bill that HR teams risk overlooking? And how are the proposed changes to fire and rehire and trade union law likely to alter the landscape for employers dealing with workforce restructuring? 

HR leaders and in-house counsel managing the current wave of employment law reform will leave this episode with a clear view of the obligations that have landed, the ones on the horizon, and the practical steps to take now. 

On Employment delivers timely insights and practical guidance on the fast-evolving world of employment law. Each episode explores key legal developments, workplace trends, and HR strategy challenges—from investigations and litigation risk to diversity, hybrid working, and regulatory change. Designed for business leaders, HR professionals, and in-house counsel, the series offers expert perspectives to help organizations navigate complexity and foster resilient, compliant workplaces.   

Insurance podcast series – Episode 3: The Transition Finance Market Review and the insurance sector

Transition finance is one of the hottest topics in the climate arena, and the role that insurers have to play is multi-layered.

In our latest podcast, Kate McInerney (a partner in our insurance group) and Ying-Peng Chin (a senior knowledge lawyer in our environmental and climate law group) discuss transition finance, the U.K. Transition Finance Market Review (TFMR) and what it means for the insurance sector.

We are delighted to contribute to shaping global norms in transition finance markets through our role in supporting the TFMR’s secretariat. The TFMR was commissioned by the U.K. government to examine solutions to unlocking transition finance at scale, with the ambition of making the U.K. a global hub for transition finance. The findings of the TFMR were published on October 17, 2024. Read our summary covering key issues in the TFMR's report that corporates and capital providers need to know.

EU Listing Act in Italy: Debt capital markets reform and the Prospectus Regulation

The EU Listing Act, adopted on October 8, 2024, is the most significant overhaul of EU capital markets regulation in years. Its ambition is clear: make European markets more attractive for businesses, reduce friction for issuers, and improve access to capital for small and medium-sized enterprises (SMEs). But what does it actually change for debt capital markets practitioners? 

Cristiano Tommasi, partner in A&O Shearman's Global Financial Markets group, examines the most significant amendments to the Prospectus Regulation introduced by the Listing Act.  

Which disclosure and documentation requirements have been simplified for debt issuers? What do the changes mean for established issuance programs? And what should DCM practitioners and their clients be doing now to prepare for the new framework, ahead of the series' next episode examining the changes to the Market Abuse Regulation? 

Note: This episode is recorded in Italian. 

EU Listing Act delivers focused legal analysis of the regulatory reforms reshaping EU capital markets. Each episode examines a specific dimension of the Listing Act's impact, from prospectus amendments to market abuse obligations.  

New RCS requirement: Luxembourg’s National Identification Number

From November 12, 2024, any individual registered, or required to be registered, in the records of a Luxembourg Trade and Companies Register (RCS) entity must obtain or request a Luxembourg National Identification Number (LNIN). For the thousands of entities registered in Luxembourg, this is a significant operational change with a tight compliance window. 

Laurent Goyer, counsel at A&O Shearman, and senior manager Karolina Gacka explain the new requirements and what they mean in practice.  

What exactly does the LNIN requirement cover, and who is affected? What are the steps entities need to take to obtain an LNIN and update their RCS records? And what are the consequences of non-compliance if the transition is not managed in time? 

Legal teams, company secretaries, and compliance officers managing Luxembourg-registered entities will leave this episode with a clear action plan for meeting the November deadline and avoiding the risks of non-compliance. 

Asset management mergers, due diligence, and post-deal integration

The asset management industry is consolidating at pace. Rising costs, regulatory pressure, and investor demands are pushing firms toward scale. But while the strategic logic of mergers in this sector is often compelling, the legal, operational, and investor-relations challenges that follow a deal can make or break the outcome. What does it take to execute a successful asset management merger? 

Miao Wang, funds and asset management partner at A&O Shearman in Luxembourg, and M&A partner Peter Myners explore the dynamics driving consolidation in the asset management market.  

What are the key differences between defensive mergers, aimed at managing rising costs, and growth-driven strategies? What does rigorous due diligence look like in this sector, and what are the legal and commercial pitfalls that most commonly derail deals? And what does post-merger operational integration demand of management teams and their advisers? 

Drawing on real-world examples from high-profile transactions, the discussion also turns to the future of asset management in Luxembourg and the regulatory and competitive forces that will shape consolidation activity in the years ahead. 

A&O Shearman M&A delivers expert insight from A&O Shearman's dealmakers on the strategic and legal dimensions of mergers, acquisitions, and market consolidation. Each episode draws on live deal experience to address the questions that matter most to M&A professionals, investment managers, and senior executives. Designed for those driving and advising on complex transactions across jurisdictions. 

Annual reports, AGMs, and UK governance reform for 2025

With investor expectations shifting, regulatory requirements evolving, and sustainability reporting gaining formal legal weight, preparing an annual report and AGM has become a more complex undertaking than ever. For company secretaries and governance professionals heading into 2025, this episode is essential preparation. 

In this podcast, a panel of A&O Shearman specialists provide a comprehensive overview of the key issues and decisions facing boards and company secretaries as they plan their next reporting cycle.  

The episode covers four distinct areas: market trends and investor expectations for AGM format and business in 2025; key issues for annual reports, including the impact of changes to the UK Corporate Governance Code and UK Listing Rules; recent developments in sustainability-related reporting; and horizon scanning on likely future developments in UK governance and reporting. 

Company secretaries, general counsel, and governance teams preparing for their next annual cycle will leave this episode with a structured view of the decisions ahead, the changes that require immediate attention, and the trends worth monitoring for the year beyond. 

Remote work, cross-border tax compliance, and employer obligations

Remote work is a permanent feature of the modern workplace. But the tax implications of employees working across borders remain poorly understood, inconsistently applied, and frequently underestimated by businesses. The risks, including permanent establishment exposure, double taxation, and social security complications, are both real and growing. 

Brin Rajathurai, knowledge counsel for Europe leads a cross-border discussion with tax specialists from across the firm. Together they examine how remote work arrangements affect an employer's tax position, what businesses need to understand about the rules in key European jurisdictions, and how a poorly managed remote work policy can create significant and unexpected tax exposure.  

What triggers permanent establishment risk? How are European tax authorities approaching the enforcement of remote work rules? And what does a compliant, commercially workable remote work policy actually look like? 

HR leaders, in-house tax counsel, and compensation and benefits teams managing cross-border workforces will leave this episode with a framework for identifying where their current remote work policies create tax risk, and the questions to ask to address it.