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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss: AIM Rule Amendments: Implementation of the Public Offers and Admissions to Trading Regulations 2024 This month the London Stock Exchange amended the AIM Rules to implement the Public Offers and Admissions to Trading Regulations 2024 (the “POATRs”). Identity verification for presenters postponed The identity verification rules for people filing documents at Companies House on behalf of a Company have been postponed until later this year. FCA fines an individual for insider dealing The Financial Conduct Authority has imposed a financial penalty of £309,843 on Russel Gerrity, an experienced Petrophysical Consultant, for engaging in insider dealing. Guidance to assist large companies reporting on payment data in directors’ reports The government has published guidance to assist large companies when reporting on the new payment data requirements in directors’ reports. The Wates Principles: FRC Reporting Insights The FRC has published its first reporting insights into the Wates Principles for large private companies. Pre-completion dividend was a transaction at an undervalue TAQA Bratani Ltd & Ors v Fujairah Oil and Gas UK LLC & Ors [2025] EWCA Civ 1669 The Court of Appeal has made it clear that, when determining whether a company has entered into a transaction at an undervalue, the relevant transaction is the arrangement that the company has actually entered into – and not any wider arrangement to which it is not a party.  

In this report, we have outlined ten areas of real estate risk to have on your radar in 2026. Dispute activity is being driven by factors such as regulatory and legislative changes, ongoing financial pressures, environmental liability risks and infrastructure constraints around connectivity and power. Policy detail continues to shift in several key areas, creating considerable uncertainty for those in the sector. While outcomes will turn on the facts in each case, the areas identified below are primed for an increase in disputes, as those in the property sector seek to navigate a more demanding, contentious and scrutinised operating environment. This report translates these areas of change into practical risk signals, so stakeholders can stress test projects and contracts, prioritise mitigation measures and approach 2026 with better visibility of potential risks.

The Commonhold and Leasehold Reform Bill was published on 27 January 2026.  Its stated purpose: to bring the feudal leasehold system to an end by reforming and reinvigorating commonhold tenure and banning the use of leasehold tenure for most new flats.

A recent federal district court decision in FTC v. Edwards Lifesciences adds another win to U.S. enforcers’ efforts to apply traditional antitrust principles to mergers involving early‑stage or pre‑commercial products. In granting the FTC a preliminary injunction blocking Edwards’ acquisition of JenaValve, the court endorsed an expansive “pre‑commercial innovation market” theory—accepting that the two companies were actively competing not in a traditional commercial market, but in the research, development, and anticipated commercialization of next‑generation transcatheter aortic valve replacement (TAVR‑AR) devices.[1] Although no TAVR‑AR device is yet FDA‑approved for commercial sale in the United States, the court found that the companies’ efforts to progress through FDA trials constituted meaningful competitive interaction.[2] Relying on the 2023 Merger Guidelines, the ruling underscores the growing institutional acceptance of research and development-based theories of harm.  For clients, Edwards Lifesciences represents a helpful reminder of the import of antitrust counsel advising on potential transactions and reviewing deal terms as early as possible in the process, even when there is no present commercial competition between an acquirer and a target, so long as there is specific evidence of competition in innovation or R&D.  

What happens under a FIDIC Yellow Book 1999 when the Engineer approves a variation and the varied work is carried out but both Engineer and Contractor fail to follow the relevant contractual procedures? Is the Contractor still entitled to payment? These are the tricky questions which faced the Judicial Committee of the Privy Council (Board) in the case of Uniform Building Contractors Ltd v The Water and Sewerage Authority of Trinidad and Tobago (Trinidad and Tobago) [2026] UKPC 2.

Teresa Ribera has completed her first year at the helm of the European Commission’s competition directorate (“DG COMP”). It was a year in which DG COMP has been busy working on possible amendments to key competition policies and guidance. But it was also a year that ended with questions unanswered regarding DG COMP’s strategic direction for the next four years.2026 could be the year in which we gain greater clarity on major policies and priorities at DG COMP, in particular in the regulation of M&A. In this article, we examine the strategic decisions that could be taken over the next 12 months, looking ahead to the draft revised merger guidelines and at the evolving relationship between DG COMP and its major international counterparts, notably in the US. We also consider key updates regarding the EU’s Foreign Subsidies Regulation – which is attracting greater political attention after a notable case in 2025. And, as an addition to our annual look-ahead article, we cast our eye to the recently-revised merger remedies guidance in the EU’s former Member State, the UK.

Our January 2026 employment law update looks at the tribunal case of Peggie v Fife Health Board, which explores the regulation of single sex spaces in light of the judgment in For Women Scotland. We also include a news round-up including developments in implementing the Employment Rights Act 2025 and the latest on Employment Tribunals, including use of AI and listing delays.