Organising a Flash Mob: Do’s and Don’ts

The aim of flash mob is to be a public spectacle, drawing attention to a specific cause or charity. Imagine a group of people appearing in a public location unexpectedly, performing something eye-catchy. The Flash Mob performances are usually rehearsed elsewhere.

Flash Mob Location: Choose Wisely

Flash Mob Location: Choose Wisely

Flash Mob Locations

It is likely you will surprise anyone in charge of security, where the event will take place – unless you inform them about your flash mob beforehand. The problem arising here is as follows: Surprised people can be unpredictable. Bear in mind, the current United Kingdom threat level is ‘Severe’. It is very important that you avoid alarming or angering the Public, who may be in a hurry to reach their destinations. Among other things, depending on the location, the event could cause an accident - for example a person could step into or being pushed into nearby traffic by a sudden surge in the crowd. Accordingly, you should choose the location of an event with great care. Avoid places that appear to receive special attention from the Police such as Public Transport. Railway stations platforms and trains, Tube stations platforms and trains, Bus stations and buses might be a bad choice as they are ‘choke points’. Don’t use Trafalgar Square, Whitehall, Parliament Square and other sensitive locations without obtaining permission.

Permissions

The main issues are not to commit trespass, go into private property, or obstruct the public highway. You must contact the relevant local authority/owner or manager of the land to get permission and you need to contact the local police. Obtaining acknowledgements by way of letter would be best but that may take time so we recommend writing a confirmatory letter to whoever you have contacted confirming notification/grant of permission. Then if you are approached at the Event, you can produce the letter.

Flash Mob Participants

You should chose the Flash Mob participants. Do not invite people via the internet to participate as that may attract elements who want to use your Flash Mob event for their own purposes.

Flash Mob: Music Choices and Filming

Consider music licensing if you intend to use music during your Flash Mob event and intellectual property rights if you intend filming and publishing the Event on line.

Contact us for legal advice if you intend to organise a Flash Mob.

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Litigation PR: Another Tool in the Litigation Armoury

Litigation public relations is the management of the communication process during the course of any legal dispute or adjudicatory processing so as to affect the outcome or its impact on the client’s overall reputation (Haggerty, 2003).

Litigants and Law Firms have always used the media to get their side of the story across and the practice of Litigation PR originally evolved out of crisis communications in the early 1980s. One of the most famous Litigation Law Practitioners is Alan Hilburg who represented U.S. Tobacco in the well documented Marsee case. The need for Litigation PR has grown tremendously as media coverage of court cases and the law has increased. Usually the two parties to a lawsuit have important interests to defend that expand way beyond legal concerns. Negative publicity about a corporation can cause damage to the overall reputation that even a courtroom win may never salvage. Whether civil or criminal, one cannot underestimate the impact of negative publicity on public opinion in corporate and institutional legal cases.

The Basic Concept of Litigation Public Relations

1. Litigation PR is to influence the outcome of the court case by encouraging early or favourable settlement or by pressuring the prosecution into bringing lesser or no charges (Haggerty, 2003).

2. Litigation PR is to protect the client’s reputation before and during the trial. In this regard, Litigation PR is akin to Reputation Management. Reputation Management is about managing public perception of an organisation or individual. It is about attitude toward the individual and not knowledge itself. An essential aspect of Reputation Management is influencing attitude about the individual and corporation, which can encourage positive activation to the benefit of the organisation (Haywood, 2002).
As a discipline Litigation PR is needed for both parties because the media will convey an inherent bias in favour of either the plaintiff or the prosecutor. Whenever allegations are made public, the media tend to portray cases very much in terms of the traditional victim versus villain and/or David versus Goliath stories. News coverage frequently leads with the plaintiff or prosecutor’s allegations and if a defendant’s responses are included at all, they only appear well into the article. Therefore, the defendant is often forced on the defensive. In these situations, working with the media to create more balanced, accurate, and less sensational coverage of a lawsuit is a necessary element in defending high profile clients.

In taking on a case for either party, your PR Practitioner will look to achieve the following objectives:
• Counteract and respond to negative publicity.
• Make the client’s viewpoint known clearly.
• Ensure balanced media coverage by providing the counter argument in a case.
• Help the media and the public understand complex legal issues through delivering concise key messages.
• Defuse an often hostile and inflammatory environment.
• Help resolve conflict and facilitate channels of communication.

The first step is to establish credibility with the media as an information source, the next is to control the flow of information so the right message is heard. The third step is to develop the key messages in a manner that supports the client’s position.

Differences between Litigation PR and General Public Relations

1. Litigation PR is highly dependent on the media. Although the practice of PR involves far more than just media communication, Litigation PR remains dependent on the media. At a time when society is growing more litigious, the media focuses and in fact seeks out publicly filed lawsuits. It is important your Litigation PR Practitioner knows how to pre-empt adverse publicity that could impact the entire strategy of a legal case.
2. Because typical public relations campaign strategies and tactics may not be appropriate and may even be harmful at certain times during a lawsuit, the legal strategy must follow due legal process.
3. Litigation PR is more regulated so as not to prejudice the legal process.
4. Litigation PR is directed with emphasis on one-way communication. The goal of Litigation PR is to reinforce the legal strategy and theory of the case to ensure a win. Given that the law is adversarial in nature, a Litigation Publicist will always seek to create a win-lose situation to reduce damage to the client’s credibility and reputation.

Sabine Raabe

Sabine Raabe

Why engage a Litigation PR Practitioner

Litigation PR is highly strategic and requires experience, knowledge of the law and a close working relationship with the client’s legal team. Unlike traditional Public Relations, often the objective in Litigation PR is to control the information flow to the media and to pre-empt the opponent’s next move. Lack of co-operation and communication can lead to the most solid case derailing which will ultimately be costly for the client and may lose them their business and reputation. Litigation PR should be seen as part of sound brand management in protecting underlying brand value for the long term at times of crisis.

Good reads to understand Litigation PR:
Haywood, R. (2002). ‘Managing your Reputation’: How to plan Public Relations to build and protect the organization’s most powerful asset (2nd ed.). London: Hogan Page.
Haggerty, J. F. (2003). ‘In the Court of Public Opinion’: Winning your Case with Public Relations. Hoboken, NJ: Wiley.

Author: Sabine Raabe has provided Litigation PR support on high profile cases, including class actions, employment disputes and consumer rights.

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Lynne Brooke - UK's Top Solicitor

Hiring an expert may be your best investment. Make sure you read the Guide published by The Sunday Times via VouchedFor. Since solicitors specialise in particular areas - look for one who has been reviewed by others with a similar issue to yours.

Lynne Brooke received many positive reviews in the following areas: Immigration, Employment, Disputes, Business, Intellectual Property and Finance.

Lynne in the Sunday Times

All top solicitors have received the highest volume of positive client reviews in the past two years on the platform VouchedFor which is a rating site for financial and legal professionals.

VouchedFor lists over 10,000 professionals, and over 40,000 clients have reviewed their own professionals and shared their opinion of financial and legal help they received.

Lists of the 250 professionals with the most positive reviews in each of VouchedFor’s four categories (Financial Advisers, Mortgage Advisers, Solicitors and Accountants) were published in the newspaper The Sunday Times on 10th April 2016.

Lynne Brooke belongs to the country's best professionals as chosen by his clients.

Congratulations Lynne and many thanks to all who contributed with a positive review.

Sources: The Brooke Consultancy, VouchedFor.co.uk, thesundaytimes.co.uk
Photo source: The Sunday Times

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People with Significant Control Register (PSC Register)

You must now under The Small Business Enterprise and Employment Act 2015 maintain a register of persons or entities with significant control over your company

1. Introduction

This Memorandum gives company directors and secretaries of limited liability companies, charities and social enterprises established as companies and designated members of limited liability partnerships, an overview of their obligations.

It is essential that you read the Government’s guidance that explains the law.

You can consult us at any time if you need legal advice on setting up your PSC Register, the information that needs to be included, when you arerequired to carry out an investigation and how to respond to requests.

2. People with Significant Control Register (PSC)

From 6th April 2016 UK incorporated companies and LLPs must collect information about people with significant control over them in a PSC Register to increase transparency about their ownership to help deal with anti money laundering and terrorist financing.

Companies must keep their PSC Registers accessible. A company can keep its PSC register at its registered office, or at another location provided it has notified Companies House. Anyone may have access to the company’s PSC Register free of charge, or have a copy of it for an appropriate fee.

Failure to comply is a criminal offence and you will face a conviction of up to 2 years imprisonment and/or a fine.

3. Who needs to keep a PSC Register?

• Unlisted UK incorporated companies limited by shares or guarantee, including dormant companies and community interest companies;
• UK Societas Europaeae; and
• UK LLPs.

4. What is the requirement?

• keep a register of people with significant control over the company;
• take reasonable steps to identify those who are registrable on the PSC Register;
• enter the required information on the PSC Register nd;
• provide the information to Companies House; and
• monitor and update the information on your PSC Register.

5. Who is a person with significant control?

A person or entity that:
• directly or indirectly owns more than 25% of the shares of the company;
• directly or indirectly holds more than 25% of the voting rights of the company;
• directly or indirectly holds the right to appoint or remove the majority of the directors of the board;
• otherwise has the right to exercise, or actually exercises, significant influence or control; and/or
• holds the rights to exercise, or actually exercises, significant influence or control over the activities of a trust or firm which is not a legal entity, but which would itself satisfy any of the above if it were an individual.

6. What if another company has significant control?

If some or all of a company’s shares are owned by a legal entity, known as a Relevant Legal Entity (RLE), you must enter the RLE on your PSC Register.

Where a PSC interest is held through an RLE, it is the RLE that is entered in the PSC Register. You then need to obtain information about persons with significant control.

You must take reasonable steps to determine whether any individual or legal entity meets the conditions for being a PSC or registrable RLE.

You will need to consider the position where shares are held by nominees or are subject to any other arrangement including trusts before making an entry in your PSC Register.

7. Investigation as to what is significant influence or control

The Government guidance has information on the meaning of significant influence or control. You must have regard to that guidance when considering if a person exercises significant influence or control.

The legislation sets out detailed procedures for investigating the position. You must give notice to anyone who you know to be registrable or you have reasonable cause to believe to be registrable.

You must also give notice to anyone who you know, or have reasonable cause to believe, knows the identity of a PSC or registrable RLE.

It is vital that you send appropriate notices to people before the information can be included on the PSC Register. This also applies to updating the information when PSC details change.

Although Government guidance contains template notices you may need notices based on the guidance which contain additional user friendly wording.

A person who has been given a ‘notice’ has one month to reply. If there is no response, the company must then give a ‘warning notice’ stating that if they don’t respond that may lead to them having restrictions placed on their interests in the company. If the notice is still not complied with, the company may issue a ‘restrictions notice’ after a further one month.

You must keep the PSC Register up to date. For example, the PSC Register may contain the following wording:

The company has not yet completed taking reasonable steps to find out if there is anyone who is a registrable person or registrable relevant legal entity in relation to the company.

The company knows or has reasonable cause to believe that there is no registrable person or registrable relevant legal entity in relation to the company.

The company has given notice that has not been complied with, but if complied with the PSC notice must be updated with a new statement e.g. The notice has been complied with after the time specified in the notice, together with the PSC’s information.

8. How to respond to requests for information

It is a criminal offence to refuse a request without applying to court.

The company must respond to a request within five working days of receipt. The company’s reply must include the requested information and the date its PSC Register was last updated but a request must include a proper purpose for seeking the information.

If the company believes the request was not made for a proper purpose and wishes to refuse the request, the company must apply to court within five working days of receipt and reply to the request saying that they have made the application. However it seems that the circumstances in which a PSC request would be considered improper are limited.

A company can charge a fee of £12 for each copy of the PSC Register.

9. Residential Addresses

Companies must enter PSC information on their register and the central public register held at Companies House, through their annual Confirmation Statement. All of the information about the PSC, will be registered at Companies House.

The only information that will not be registered is the PSC’s usual residential address. The usual residential address on the register must not be made available for public inspection or when a company provides copies of the PSC Register.

Companies House can make residential addresses available to credit reference agencies and certain public authorities.

In exceptional circumstances, meaning where there is a serious risk of violence or intimidation, PSCs can prevent their residential addresses from being shared with credit reference agencies.

The Government’s guidance sets out more information if a company feels that their PSCs need protection.

From 30 June 2016, private companies have the option to elect to maintain their PSC register at Companies House instead of at their registered office. Companies can only do this if they give notice to their PSCs of their intention to make this choice and if the PSC doesn’t object.

10. Limited Liability Partnerships

The Government’s guidance details the PSC regime that applies to LLPs and it is in all material respects similar to UK companies.

11. Charities and Social Enterprises established as companies

The PRC Register regime extends to companies limited by guarantee, Community Interest Companies and any charity trading subsidiary incorporated as a company or LLP. The obligation to maintain a PRC Register but does not currently include Cooperative Societies, Community Benefit Societies and Charitable Incorporated Organisations.

12. Summary

You must establish and maintain a PSC Register, file those details at Companies House and keep them at your registered office or another address that you have notified to Companies House.

If you fail to comply with this new PSC Register requirement, you will face criminal conviction by imprisonment and/or a fine.

Copyright: The Brooke Consultancy LLP 20 March 2016

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New Register of People with Significant Control (PSC)

law and PSC register

© Eva Caletkova / Portfolio

From 6th April 2016, most UK companies and LLPs are required to take steps to identify and record people with significant control over them (PSCs). This includes anyone who owns or controls (directly or indirectly) more than 25% of the entity.

From 30th June 2016, companies and LLPs (Limited Liability Partnerships) must file this information at Companies House.

PSC Register - Companies need to:

• take reasonable steps to identify those who should be registered on a PSC register; this is likely to include considering the register of members, the articles of association, and any shareholders agreement;
• record the PSC’s details on a PSC Register and keep the register up to date;
• make the register available for public inspection; and
• provide this information to Companies House.
Even if a company has no interests to be registered (or is dormant), it must still keep a register and the register cannot be blank. Criminal sanctions apply for non-compliance.

Identifying PSCs

Every company must take reasonable steps to find out whether it has any registrable PSCs and identify them. The legislation sets out detailed procedures for doing this. This includes the company giving notice to anyone whom it either knows to be registrable.

We will inform you soon, in more detail, about the PSC register. If you need any help with this complex area, including documentation, we shall be pleased to advise.

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Data Subject Access Requests and Litigation

The Law

Under the Data Protection Act 1998 (“DPA”), a person has a right to know what personal data an organisation is processing about them, the organisation’s reasons for processing the data, and details of how the organisation has or may disclose that data to others.

writing data subject access request

© Eva Caletkova / Portfolio

An individual can request details of their personal data by making a Data Subject Access Request (“DSAR”) to the organisation. When the DPA was introduced, the original purpose of a DSAR was to create a way in which individuals could check the accuracy of their personal data held by organisations.

To make a valid request, an individual will need to first do the following:

  1. Make a written request to the data controller of the organisation
  2. Pay the fee – £10.00 is usually the maximum for most requests
  3. If required by the organisation, provide information to enable the organisation to determine whether the request is made by the person is the person to whom the personal data relates.

Upon receipt of a DSAR, an organisation has 40 calendar days to respond.

If an organisation fails to comply with a request, then an individual can apply to the Court under Section 7(9) of the Data Protection Act 1998 for an order compelling that organisation to comply with the request.

The problem

DSARs can be a problem for organisations because they are increasingly being used by individuals to fuel litigation against organisations. This is especially the case in employment disputes, but they are common in commercial disputes as well.

Today, an individual may submit DSARs to an organisation they are in dispute with to obtain further information which may then support their case. An individual may also make the request knowing that the organisations task of searching, recovering and despatching personal data within 40 days is likely to be an onerous task in this modern day when personal data is often collected on a daily basis by various mediums of modern technology.

To comply or not to comply with a Data Subject Access Request?

 

Options

Organisations may not want to comply with a DSAR because the task is onerous, and it enable an individual to gain a tactical advantage in a dispute. Organisation may therefore want to consider the following to challenge a DSAR:

Kerem Alev data subject access request specialist

Kerem Alev

  • Considering the validity of the request
  • Check if any of the exemptions for compliance under the Data Protection Act 1998 are engaged
  • Whether the scope of the request is too wide?
  • Whether the burden of complying with the request would be too disproportionate?

If it is too wide or the burden of compliance is too disproportionate, then an organisation may be able to limit the scope of the request and search.

Contact

Kerem Alev of The Brooke Consultancy LLP is here to help. Please contact him by calling 0208 880 7131 or e-mail him directly.

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New UK Digital Tech visa scheme

The new Tech Nation visa scheme will expand the current Tier 1 Exceptional Talent route, thereby allowing more non-EU digital tech gurus to work in the UK.

digital tech community meets at moorgate london

© Eva Caletkova / Portfolio

Whilst the changes are welcome, it is our view that they will have limited effect. The current Tier 1 Exceptional Talent route allows only up to 200 applicants per year in the digital technology sector due to the limit on the number of endorsements.

Tech London Advocates, an industry network heavy-weight, predicts a shortage of 300,000 digital experts by 2020. UK digital technology companies will increasingly need to look for overseas talent, so it is critical that the Government does not starve the sector of its oxygen supply.

The Brooke Consultancy will be making submissions to the Home Office on behalf of our tech clients.

If you would like further details, please contact our immigration expert Jayanti Mitra-Valdes via jayanti@thebrookeconsultancy.com

Sources: The Brooke Consultancy, Tech London Advocates

 

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What Social Entrepreneurship Means

A Social Enterprise is an enterprise with a social mission. The main aim is to make a difference, to help - and the Social Enterprise has plans and rules how to do it.

Choosing the right business structure is one of the most important decisions to make before starting a business that helps communities. In choosing the wrong structure the enterprise could end up paying more tax than it should, can incur personal liability or have an inappropriate structure for the outcomes it wants to achieve.

social enterprise

© Eva Caletkova / Portfolio

A business with charitable or community-oriented objectives can be established as a limited company, a co-operative, a charitable incorporated organisation, a Community Benefit Society, a sole trader or business partnership, or a Community Interest Company (CIC).

Community Interest Companies

The CIC is a special type of company limited by guarantee that has a constitution that specifies the social benefit for which it has been incorporated. As CICs have a benefit to the community they contain by law an asset lock value, a restriction on the transfer of assets out of the company except to another company with the same or similar objects.

If you want to set up a CIC you have to provide Companies House with your social benefit clause for approval by the CIC Regulator and articles of association. There are standard forms but The Brooke Consultancy (TBC) has a special format that gives Founder Members certain rights.   The social benefit clause in the articles of association has to be approved by the CIC Regulator prior to incorporation and at the end of the year a social benefit report has to be filed with accounts.

You can choose to establish a company limited by guarantee or a company limited by shares. TBC favours the company limited by guarantee.

An example of an established CIC is TBC’s client MSH Health & Wellbeing in Islington. As the CIC is a Social Enterprise, it is able to bid for and obtain government contracts. In their case sexual health clinics. The trading company, called MSH Wellbeing Ltd, offers innovative therapies for the mind and body.

Justin Gaffney, CEO of MSH Wellbeing, speaks positively about his cooperation with TBC. “We value our relationship with The Brooke Consultancy, and trust them to provide the right advice and guidance on all our corporate governance and structural matters”. Visit MSH Wellbeing to receive more information about the services and various treatments.

Social entrepreneurship means to pursue innovative ideas with the potential to solve community problems and meet community needs. Social entrepreneurs create positive changes in society.

Sources: The Brooke Consultancy, Gov.uk, MSHwellbeing.co.uk

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TBC Corporate Advisers on SSX

Good news for all investors seeking social investments: The Brooke Consultancy have been appointed a Corporate Adviser to the Social Stock Exchange to provide legal and social impact advice to issuers on SSX.

The Social Stock Exchange, launched in June 2013 by twelve founder members, is a public platform for trading shares and raising equity finance for companies that can demonstrate social benefit. People interested in buying shares in social enterprises with aims that align with theirs have the opportunity to do so via SSX.

The Expertise Provided by The Brooke Consultancy

The Brooke Consultancy is a corporate adviser providing legal and social impact advice to clients on both, SSX membership and the raising of capital by way of Private Placements or Initial Public Offer on the SSX public market that is a segment of The ISDX Market. SSX members are organisations whose core activities have environmental or social impact.

Impact Investors and others will be provided with a marketable security that they can hold in order to obtain the benefit of EIS relief or sell on the SSX market.

The main advantage is the creation of a solid, successful company with corporate responsibility embedded in its DNA that provides a return on investment to investors and which has social impact.

Ruby Sandhu, the principal of RSC Collaboration, is a consultancy with whom the Brooke Consultancy collaborates in the areas of SSX, the writing of Social Impact Reports and mediation.

The Brooke Consultancy already introduced a client to SSX that has been provisionally accepted for membership of The SSX Market.

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How to Start a Social Enterprise – Make Money – Have Your Own Foundation

We are able to offer a structure tailored to your requirements that will:

  1. Protect your IPR
  2. Entitle you to receive grants and donations
  3. Provide investors with Social Investment Tax Relief
  4. Create and control your own social benefit foundation
  5. Entitle you to pitch for government type contracts
  6. Create your own sustainable revenue generating business
  7. Give investors in the trading company EIS tax relief

Continue reading

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