Checklist from a Legal angle to prepare for Brexit
The UK and EU27 have in principle agreed to postpone Brexit until 31 October 2019. Although little clarity has been provided regarding the future of Brexit, at least it is likely that for the next few month’s everything will stay the same.
The state of readiness for the ongoing risk of a no-deal Brexit varies across sectors, business models, and jurisdictions. Brexit poses variable levels of risk and opportunity depending on a range of factors. It may not be possible or necessarily advisable for companies to implement major mitigation plans in the next few months. However, there are still some effective short-term tactical actions that can be realistically achieved, even if they are not already underway. These are actions that can make a difference to an organization’s ability to better carry the burdens of Brexit.
The following is a checklist from the legal angle to help you assess your preparations, and to prioritize those areas you may not have yet considered.
Corporate Group Structure
- Immediate action: Review and minimize liability risks from UK companies with administrative headquarters in another EU Member State; consider (pre-)distributing profits from UK companies before Brexit occurs.
- Other considerations: UK related cross-border mergers are presumably no longer possible.
- Immediate action: Examine and monitor data protection developments, and identify relevant data processing operations.
- Other considerations: Develop a scenario-based data protection strategy.
Distribution and Contracts
- Immediate action: Examine distribution contracts and supply relationships with regard to disruptions in the supply chain. Consider sourcing alternatives.
- Other considerations: Adapt standard contract documentation; apply for national IP rights (trademarks/patents).
- Immediate action: Examine the possibility of extraordinary termination of long-term rental agreements for properties in the UK. For future contracts, include clauses that hedge your risks in the event of a hard Brexit.
- Other considerations: Possibly purchase strategic, or economically viable properties.
- Immediate action: Review the status of EU27 employees in the UK, and British and Northern Irish employees in the EU27. If necessary, take appropriate measures.
- Other considerations: Review the structures of any existing SE and European Works Councils.
Mergers & Acquisitions
- Immediate action: Examine and monitor ongoing transactions that may be affected by Brexit (e.g. jurisdiction of antitrust authorities).
- Other considerations: Identify possible buy or sell opportunities due to Brexit (e.g. due to favorable exchange rates, tightening of foreign trade restrictions, etc).
Banking & Finance
- Immediate action: Review business relationships with banks and financial service providers in the UK. Review the Brexit strategy of these service providers, and examine the possible consequences of a hard Brexit.
- Other considerations: Possible protection of the financial industry by EU27 emergency laws.
Other regulated Sectors
- Immediate action: Ensure that the UK is considered a third country in your policies and systems.
- Other considerations: Plan for delays in the supply chain, reduce necessary border crossings to a minimum, and consider possible consequences of a preference calculation. Clarify customs formalities.
For more information concerning the legal implications of the Brexit, check our website or get in touch with Sebastiaan van Dugteren. https://www2.deloitte.com/nl/nl/pages/legal/solutions/brexit-legal-implications.htm
Sebastiaan van Dugteren