• At Kemp Little, we are known for our ability to serve the very particular needs of a large but diverse technology client base. Our hands-on industry know-how makes us a good fit with many of the world's biggest technology and digital media businesses, yet means we are equally relevant to companies with a technology bias, in sectors such as professional services, financial services, retail, travel and healthcare.
  • Kemp Little specialises in the technology and digital media sectors and provides a range of legal services that are crucial to fast-moving, innovative businesses.Our blend of sector awareness, technical excellence and responsiveness, means we are regularly ranked as a leading firm by directories such as Legal 500, Chambers and PLC Which Lawyer. Our practice areas cover a wide range of legal issues and advice.
  • Our Commercial Technology team has established itself as one of the strongest in the UK. We are ranked in Legal 500, Chambers & Partners and PLC Which Lawyer, with four of our partners recommended.
  • Our team provides practical and commercial advice founded on years of experience and technical know-how to technology and digital media companies that need to be alert to the rules and regulations of competition law.
  • Our Corporate Practice has a reputation for delivering sound legal advice, backed up with extensive industry experience and credentials, to get the best results from technology and digital media transactions.
  • In the fast-changing world of employment law our clients need practical, commercial and cost-effective advice. They get this from our team of employment law professionals.
  • Our team of leading IP advisors deliver cost-effective, strategic and commercial advice to ensure that your IP assets are protected and leveraged to add real value to your business.
  • Our litigation practice advises on all aspects of dispute resolution, with a particular focus on ownership, exploitation and infringement of intellectual property rights and commercial disputes in the technology sector.
  • We have an industry-leading reputation for our outsourcing expertise. Our professionals deliver credible legal advice to providers and acquirers of IT and business process outsourcing (BPO) services.
  • We work alongside companies, many with disruptive technologies, that seek funding, as well as with the venture capital firms, institutional investors and corporate ventures that want to invest in exciting business opportunities.
  • Our regulatory specialists work alongside Kemp Little’s corporate and commercial professionals to help meet their compliance obligations.
  • With a service that is commercial and responsive to our clients’ needs, you will find our tax advice easy to understand, cost-effective and geared towards maximising your tax benefits.
  • At Kemp Little, we advise clients in diverse sectors where technology is fundamental to the ongoing success of their businesses.They include companies that provide technology as a service and businesses where the use of technology is key to their business model, enabling them to bring their product or service to market.
  • We bring our commercial understanding of digital business models, our legal expertise and our reputation for delivering high quality, cost-effective services to this dynamic sector.
  • Acting for market leaders and market changers within the media industry, we combine in-depth knowledge of the structural technology that underpins content delivery and the impact of digitisation on the rights of producers and consumers.
  • We understand the risks facing this sector and work with our clients to conquer those challenges. Testimony to our success is the continued growth in our team of professionals and the clients we serve.
  • We advise at the forefront of the technological intersection between life sciences and healthcare. We advise leading technology and data analytics providers, healthcare institutions as well as manufacturers of medical devices, pharmaceuticals and biotechnological products.
  • For clients operating in the online sector, our teams are structured to meet their commercial, financing, M&A, competition and regulatory, employment and intellectual property legal needs.
  • Our focus on technology makes us especially well positioned to give advice on the legal aspects of digital marketing. We advise on high-profile, multi-channel, cross-border cases and on highly complex campaigns.
  • The mobile and telecoms sector is fast changing and hugely dependent on technology advances. We help mobile and wireless and fixed telecoms clients to tackle the legal challenges that this evolving sector presents.
  • Whether ERP, Linux or Windows; software or infrastructure as a service in the cloud, in a virtualised environment, or as a mobile or service-oriented architecture, we have the experience to resolve legal issues across the spectrum of commercial computer platforms.
  • Our clients trust us to apply our solutions and know-how to help them make the best use of technology in structuring deals, mitigating key risks to their businesses and in achieving their commercial objectives.
  • We have extensive experience of advising customers and suppliers in the retail sector on technology development, licensing and supply projects, and in advising on all aspects of procurement and online operations.
  • Our legal professionals work alongside social media providers and users in relation to the commercial, privacy, data, advertising, intellectual property, employment and corporate issues that arise in this dynamic sector.
  • Our years of working alongside diverse software clients have given us an in-depth understanding of the dynamics of the software marketplace, market practice and alternative negotiating strategies.
  • Working with direct providers of travel services, including aggregators, facilitators and suppliers of transport and technology, our team has developed a unique specialist knowledge of the sector
  • Your life as an entrepreneur is full of daily challenges as you seek to grow your business. One of the key strengths of our firm is that we understand these challenges.
  • Kemp Little is trusted by some of the world’s leading luxury brands and some of the most innovative e-commerce retailers changing the face of the industry.
  • HR Bytes is an exclusive, comprehensive, online service that will provide you with a wide range of practical, insightful and current employment law information. HR Bytes members get priority booking for events, key insight and a range of employment materials for free.
  • FlightDeck is our portal designed especially with start-up and emerging technology businesses in mind to help you get your business up and running in the right way. We provide a free pack of all the things no-one tells you and things they don’t give away to get you started.

Potential implications (government review) UK M&A deals

The Department for Business, Energy & Industrial Strategy (BEIS) of the UK government has published a Green Paper seeking consultation responses on proposals for reforming the provisions of the Enterprise Act 2002 (EA 2002) which deal with scrutiny of investments for the purposes of national security. 

The Green Paper acknowledges the key role that foreign direct investment plays in the UK economy, bringing multiple benefits including foreign capital, new jobs, ideas, talent and leadership. However, the Green Paper questions whether the current provisions of the EA 2002 are adequate for assessing the potential national security implications of proposed transactions, illustrated by the Hinkley Point C decision last year. The UK needs to be alert to the risk that having ownership or control of critical businesses or infrastructure could provide opportunities to undertake espionage, sabotage or exert inappropriate leverage, and also have a regime in place to assess and mitigate such a risk. The Green Paper mentions that part of the objective is parity with other developed and open countries in their equivalent regimes. 

BEIS proposes a set of short-term and long-term reforms, with the stated objective of seeking measures which only involve necessary and proportionate steps to protect national security. 

Short-term steps – change to thresholds for specific sectors

In the short-term, the government proposes to amend the turnover threshold and share of supply tests in the EA 2002. This will allow the government to review and, if necessary, intervene in mergers which exceed the amended threshold. The amended threshold would apply in two areas: (i) the dual use and military use sector; and (ii) advanced technology. For these areas, the government proposes to lower the turnover threshold from £70 million to £1 million and remove the current requirement for the merger to increase the share of supply to, or over, 25%. 

In relation to the dual use/military use sector, the government intends to use some of the Strategic Export Control Lists as the basis for which businesses will be subject to the amended thresholds. The lists include goods which have been agreed pose a risk to national security or human rights, or because of internal obligations or foreign policy commitments, and for which UK businesses must currently secure a licence before exporting.

In relation to advanced technology, the Green Paper provides some guidance on what this term is intended to cover. The Green Paper specifically mentions the following key areas to which it is proposed the amended thresholds will apply:

  • Multi-purpose computing hardware – the proposed definition is “Enterprises that: (i) own or create intellectual property rights in the functional capability of multi-purpose computing hardware; or (ii) design, maintain or support the secure provisioning or management of roots of trust of multi-purpose computing hardware”; and
  • Quantum-based technology -  proposed definition is: “Enterprises that research, develop, design or manufacture goods for use in, or supply services based on, quantum computing or quantum communications technologies. This would include the creation of relevant intellectual property or components”.

BEIS has made clear that it welcomes respondent’s views on these proposed definitions. The Green Paper requested consultation responses on the short-term steps by 14 November 2017.

Long-term reforms

In the longer term, the government intends to make more substantive changes to how it scrutinises the national security implications of foreign investment. The proposed reforms will focus on ensuring adequate scrutiny of whether foreign investment in critical businesses raises any national security concerns and providing the ability to act where this is the case. The potential reforms include:

  • an expanded version of the call-in power, based on the existing power in the EA 2002, which will allow government to scrutinise a broader range of transactions for national security concerns within a voluntary notification regime; and/or
  • mandatory notification for foreign investment into: (i) the provision of essential functions in key parts of the economy; or (ii) new projects that could reasonably be expected in the future to provide essential functions and/or foreign investment in specific businesses or assets. 

The government proposes that mandatory notification may apply, as a minimum, to civil nuclear, defence, telecommunications and the transport sector. The government is also minded to include the types of business identified in relation to the short-terms steps, i.e. the manufacture of military and dual-use items and advanced technology. 

Responses to the long-term reforms are sought by 9 January 2018, with further consultation on proposed reforms to be included in a white paper.

Contact our experts for further advice

Adam Kuan