• 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.

FS News and Regulatory Update

To help you keep abreast of recent developments, the Kemp Little FS team have set out below some of the key new and forthcoming regulatory changes relevant to financial services firms.  Please get in touch if you would like to discuss the implications of any of these for your business.

1. New Money Laundering Directive in force from 26 June 2017

The Fourth Money Laundering Directive ( “4MLD”) was published in 2015 and all EU member states had until 26 June 2017 to introduce implementing legislation. Notwithstanding this advance notice, HM Treasury only published the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (“MLR2017”) on 22 June 2017, with an implementation date of 26 June 2017.

The MLR2017 introduce a number of new provisions including:

  • Requirements on certain businesses to produce a written assessment of money laundering risk;
  • Requiring firms to establish processes to determine when enhanced/standard/simplified due diligence will be undertaken;
  • New procedures around beneficial ownership;
  • Extending the definition of politically exposed persons (“PEPs”) to include domestic PEPs. Previously PEPs only included individuals entrusted with a ‘prominent public function’ outside the UK; and
  • New criminal sanctions (there are new criminal offences of prejudicing an investigation into a breach of MLR2017, and making false or misleading statements in purported compliance with a requirement imposed under MLR2017.

MLR 2017 will therefore impose greater compliance burdens on regulated entities and their employees. All firms need to thoroughly review their existing systems and controls to ensure that they are compliant, and will need to ensure that all staff are fully trained on the new rules and the importance of ensuring compliance.

For more detailed or specific advice on how best to ensure that your business is compliant with the new regulations, please contact  Chris Boylan.

2. Senior Managers and Certification Regime

The Regulators have recently published a number of papers in relation to the SMCR regime including:

Guidance on the "duty of responsibility" under the SMCR – in force from 3 May 2017

The duty of responsibility imposes a requirement on senior managers to take reasonable steps to avoid regulatory breaches in their business areas.  The FCA’s guidance on the duty of responsibility, as set out in FCA PS17/9, and which will apply from 3 May 2017,  is similar, though not identical, to the guidance on the senior manager conduct rules.  The guidance gives a reasonably concise summary of how the FCA expects senior managers to run their businesses, including dealing with possible breaches in a timely way, overseeing delegated responsibilities properly, and assessing and monitoring their area's governance, operational and risk management arrangements.

A point to highlight is that the FCA will consider whether a senior manager took reasonable steps to ensure an orderly transition when they were replaced in the performance of their function by someone else. The FCA previously applied the obligation to the firm or line manager rather than the mover/leaver themselves, and senior managers may find it difficult to comply if they are leaving their employer in a less than amicable context. However, this risk can be mitigated provided senior managers maintain a detailed governance and management framework as routine good practice, as this can form the basis of any handover document.

The PRA also issued a policy statement on 12 May 2017 dealing with optimisations to the SMCR and SIMR (PS12/17), with revised guidance regarding its expectations on the duty of responsibility.

Extension of Conduct Rules to Non-Executive Directors in Banking and Insurance sectors – in force from 3 July 2017

As set out in FCA PS17/8, with effect from 3 July, the FCA Conduct Rules will apply to standard non-executive directors (NEDs) in banks, building societies, credit unions, and dual regulated firms. This rule chance addresses the lacuna that was created when the regime was first introduced in 2016, and which meant that unlike Senior Managers, Certified Staff and other Conduct Rules staff, Standard NEDS were not obliged to comply with the Conduct Rules. The FCA recognises that it would not be appropriate to hold NEDS to all of the more onerous Senior Manager Conduct Rules, and so standard NEDS are now subject to the five individual Conduct Rules and Senior Manager Conduct Rule 4, which requires individuals to disclose appropriately “any information of which the FCA or PRA would reasonably expect notice”.

Firms therefore need to ensure that their NEDs receive appropriate training on their obligations under the Conduct Rules, and that any breaches of the Conduct Rules by NEDs, resulting in any form of disciplinary action, are captured in the annual report of Conduct Rules breaches, which needs to be made by the end of October 2017.

New rules on whistleblowing in UK branches of foreign banks – in force from 7 September 2017

As set out in FCA PS17/7 of 3 May, from September this year, UK branches of overseas banks will be required to inform their staff about the PRA and FCA whistleblowing services and how to access them.  They will also be required to inform staff that they are legally entitled to approach regulators directly whether or not they have raised a concern internally.

In addition, where a UK branch has a group company in the UK subject to the broader FCA/PRA whistleblowing obligations, the staff of the UK branch must be given access to their whistleblowing channels and told about this.

Affected firms will therefore need to ensure that they review and amend any internal policies, and that they make clear to staff the options available to them for raising concerns.

3. PSD II – in force in January 2018

The second Payment Services Directive (PSDII) is due to be implemented into UK law on 13 January 2018, through the Payment Services Regulations 2017. PSD2 brings into scope two types of activity that are currently not regulated. From January, entities that provide account information services and/or payment initiation services will need to be registered or authorised with the FCA. If an entity provides online services that collect information on their customer’s payment account, such as transaction data, then that entity may be an Account Information Services Provider (“AISP”). Similarly, entities that allow a customer to initiate payments from their bank accounts through them may be Payment Initiation Service Providers (“PISPs”).

The timing here could be tricky, however, and businesses that may fall within the category of AISP or PISP would do well to consider their options sooner rather than later. The FCA has said it will not have applications for AISPs and PISPs available until October 2017, leaving just three short months for such entities to obtain the necessary authorisations – and if they do not manage to do this in time, they will need to cease operating those aspects of their services until they can become authorised. This is further complicated by the absence of definitive finalised guidance on what these applications will need to contain. Businesses that find themselves in this situation should start thinking now about the best way to navigate the situation. We are of course very happy to help – please get in touch if you are considering how best to comply.

Contact our experts for further advice

Marian Bloodworth, Sophie van Wingerden