| 1 | 'Gardening Leave' - does it really work? The circumstances in which a departing employee can be required to remain at home on paid leave while his notice period runs its course. | Articles | 01-Jun-1990 |
| 2 | Breach of confidence: post-termination activities The High Court has held that an employee acted in breach of confidence and in breach of his employment contract when he made copies of documents to take with him before leaving his job, and that both he and his new employer would be restrained from using those documents. | Articles | 26-Jul-2012 |
| 3 | Breach of fiduciary duty The High Court has held that a managing director, who left his employment in breach of contract and had exploited maturing business opportunities and contracts by persuading his former clients to transfer their business to a new company, had acted in breach of his fiduciary duty. | Legal update: archive | 29-Jun-2001 |
| 4 | Buying a business: Employment issues This article looks at the important and often complex employment issues which are raised when the structure of an asset sale is used. | Articles | 01-Sep-1991 |
| 5 | Car imports | Legal update: archive | 01-Oct-1998 |
| 6 | City broker team poaching The High Court has held that a group of brokers who resigned from their employer with a view to joining a rival firm had not been constructively dismissed by T. | Articles | 28-Apr-2010 |
| 7 | Confidential information The High Court has held that a provision protecting confidential information continued to apply after the termination of a contract for services despite a repudiatory breach. | Legal update: case report | 31-Jul-2002 |
| 8 | Confidential information and garden leave The High Court has held that a company did not lose protection of its confidential information because an employee had not deliberately set out to learn that information with a view to using it in competition with his employer. In addition, where an employer tells an employee to take paid leave in order to take legal advice this does not constitute putting him on garden leave. | Legal update: archive | 01-Oct-1999 |
| 9 | Confidentiality agreement | Glossary | Maintained |
| 10 | Confidentiality clauses: bound and gagged Recent publicity about confidentiality or "gagging" clauses in employees' severance agreements, especially where matters of wider public interest arise, has highlighted the issues that are involved in the negotiation and drafting of such provisions. | Articles | 30-Aug-2012 |
| 11 | Consultancy: When are workers their own boss? The importance of the distinction between employment and consultancy and how to tell the difference. | Articles | 01-May-1995 |
| 12 | Directors' duties The High Court has held that directors were in breach of their fiduciary duties where they knew that a potential competitor was trying to poach members of the company’s workforce and they did nothing to discourage this activity. | Legal update: archive | 28-Apr-2003 |
| 13 | Directors' service agreements: Made to measure? This article considers the issues involved in drafting directors’ service agreements and, in particular, how to plan for their departure. | Articles | 17-Jun-2003 |
| 14 | Drafting restrictive covenants: capitalising on recent trends An examination of recent developments in the case law on restrictive covenants, and how these affect the drafting of covenants. | Articles | 09-Jan-2008 |
| 15 | Duty of fidelity The Court of Appeal has held that employees breached their duty of fidelity by forming a dormant company that would begin competitive activities only once they ceased to be employed by their employer. | Legal update: archive | 22-Feb-2002 |
| 16 | Duty of fidelity and confidentiality The Court of Appeal has held that a business manager who set up a competing business to become operative after he left his former employer had breached his duty of fidelity and confidentiality. | Legal update: archive | 01-Aug-1996 |
| 17 | Employee restraints: Maximising contractual protection An explanation of how a company can use garden leave and post termination restrictive covenants to protect its business when employees leave. | Articles | 01-Sep-1996 |
| 18 | Enforceability of restrictive covenants on business transfer The Court of Appeal has construed a non-solicitation of customer clause as applying only to customers of the transferor, and not those of the transferee. Transferees should therefore ensure that new restrictive covenants are entered into with those transferring employees whom they wish to retain, covering customers with whom the employees had dealings both prior to and after the business transfer. | Legal update: archive | 01-May-1993 |
| 19 | Enforcing non-compete clauses The Court of Session has decided that employers cannot enforce restrictive covenants contained in the employment contract of a wrongfully dismissed employee, even where there is an express clause providing for enforceability where employment has been unlawfully terminated. The Court also restricted the application of the "blue pencil" test for parts of the restrictive covenant which are unreasonably worded. | Legal update: archive | 01-Mar-1994 |
| 20 | Enforcing restrictive covenants where the employer is in ... An employer who had repudiated the contract of employment, cannot rely on restrictive covenant contained in it even where there is an express provision to the effect that the restrictive covenant will still apply on the termination of employment 'for whatever reason'. | Legal update: archive | 01-Dec-1990 |
| 21 | Excessive post-employment restraints A five year non-compete clause limited to the Western Highlands was unenforceable because the continually changing circumstances of the business meant that most confidential information would be out of date in well under half that period. A confidentiality clause was also unenforceable because it failed to specify with sufficient precision the types of information which were to be protected after cessation of employment. | Legal update: archive | 01-Jun-1992 |
| 22 | Fiduciary duties: preparatory steps to compete The Court of Appeal has held that a salesman did not breach his contract or any fiduciary duties when he failed to inform his employer that he was taking preparatory steps toward competing with his employer following his resignation. | Legal update: archive | 26-Jan-2007 |
| 23 | Freedom of movement The European Court of Justice has held that any provision which restricts an employee’s opportunity to move to another job in another country is contrary to EU law even though the provision applies equally to job moves within a single member state. | Legal update: archive | 01-Jun-2000 |
| 24 | Garden leave Where an employee is not required to work during his notice period and there is no other restraint on his activities during that period (known as garden leave), it does not amount to a repudiatory breach of contract by him if he works for a competitor during that period. | Legal update: archive | 01-Jan-1998 |
| 25 | Golden handcuffs | Glossary | Maintained |
| 26 | Golden handshake | Glossary | Maintained |
| 27 | Golden hello | Glossary | Maintained |
| 28 | Injunction | Glossary | Maintained |
| 29 | Interlocutory injunctions: Likelihood of success at full trial When considering the balance of convenience in interlocutory applications for injunctions to restrain an ex-employee from breaching a restrictive covenant, it will be proper for the court to consider not only whether there is a serious issue to be tried, but also the likelihood of the restrictive covenant being upheld at full trial. | Legal update: archive | 01-Jan-1991 |
| 30 | Jumping ship: not always a good idea? The High Court has held, in a high-profile decision, that the brokers who resigned from Tullett Prebon plc with a view to joining rivals BGC Brokers LP had not been constructively dismissed. | Articles | 28-Apr-2010 |
| 31 | Keeping key employees | Articles | 01-Sep-1995 |
| 32 | Limited scope for narrowing restrictive covenants A non-competition restrictive covenant which is unreasonable in duration, geographic extent or otherwise goes further than protecting the employee's legitimate business interests, will be unenforceable. The courts will not easily construe such covenants in a limited sense so as to be enforceable. Once the employment is at an end and there is no longer an implied duty of fidelity on the part of the employee, the courts will not be prepared to whittle down restrictive covenants in such circumstances. | Legal update: archive | 01-Mar-1993 |
| 33 | Non-compete clause The High Court has considered the enforceability of restrictive covenants against an employee. | Legal update: archive | 24-Jun-2008 |
| 34 | Non-compete clauses The High Court has held that a former employee was not in breach of a non-compete restriction both because the alleged competitive activities were outside the scope of the restriction and because once his employment had terminated, the activities were no longer carried out by his former employer. | Articles | 27-Feb-2013 |
| 35 | Non-dealing covenant: enforceability by parent company of ... The Court of Appeal has allowed an appeal against the High Court's decision that former employees had not breached a non-dealing covenant because the employer (which was a holding company) could not rely on the covenant as the employees worked for its subsidiaries. | Legal update: archive | 23-Jul-2007 |
| 36 | Non-poaching of employee covenants The court has upheld a covenant which prevented the poaching of employees for a period of 12 months. | Legal update: archive | 01-Jan-1996 |
| 37 | Non-solicitation covenant The High Court has upheld a six-month post-termination restrictive covenant which prevented a director from soliciting anyone who was a customer during his employment. | Articles | 26-Sep-2012 |
| 38 | Non-solicitation of customers The Court of Appeal has confirmed that there is no implied term in an employment contract preventing employees from soliciting their former employers’ customers, and that such a restraint must be an express term of the contract. | Legal update: archive | 01-Sep-1997 |
| 39 | Non-solicitation restraints A restrictive covenant, restraining the solicitation of any customer of a company, was held to be unenforcable in respect of an employee who only had personal contact with one third of those customers. | Legal update: archive | 01-Jul-1994 |
| 40 | Ownership of contact lists The High Court has held that where a journalist employee created and kept all his contacts (including those made before joining the employer) on his employer's computer system, that list of information belonged to the employer. | Legal update: archive | 23-Jul-2007 |
| 41 | Patents: employee-inventor compensation The Court of Appeal has considered how section 41(2) of the Patents Act 1977, concerning employee-inventor compensation, applies. | Articles | 26-Jan-2011 |
| 42 | Penalty clause: commercial justification The High Court has held that clauses in an agreement which came into effect if a restrictive covenant was breached, and as a result cancelled the buyer’s obligation to pay remaining instalments of the purchase price and gave the buyer the option to acquire the seller’s shares in the business, did not operate as penalties. | Articles | 27-Feb-2013 |
| 43 | Repudiatory breach of contract The Court of Appeal have held that a failure to pay an element of remuneration, even if in the context of an employee's overall package the amount is not great, will be sufficient to amount to a repudiatory breach of contract on behalf of the employer where the refusal to pay is deliberate. | Legal update: archive | 01-Mar-1999 |
| 44 | Restraint of trade A provision in a contract which provided for loss of accrued commission after termination of employment if an employee acted in competition for one year after leaving the company's employment was held to be void in restraint of trade. | Legal update: archive | 01-Aug-1995 |
| 45 | Restrictive covenant | Glossary | Maintained |
| 46 | Restrictive covenant unenforceable after the sale of a ... The Court of Session has warned that a restrictive covenant which was reasonable prior to the sale of a business might be rendered unreasonable (and therefore unenforceable) as a consequence of the sale. | Legal update: archive | 01-Mar-1991 |
| 47 | Restrictive covenant: non-compete clauses The Court of Appeal has ruled that employers seeking to enforce a non-compete clause must identify the trade secrets and confidential information which may be legitimately protected. | Legal update: archive | 01-Aug-1998 |
| 48 | Restrictive covenants The Court of Appeal has held that dismissal for refusing to sign new restrictive covenants could be potentially fair despite the covenants being unreasonably wide and potentially unenforceable. | Legal update: archive | 23-Jun-2006 |
| 49 | Restrictive covenants The Employment Appeal Tribunal has held that dismissal for refusing to sign new restrictive covenants was not necessarily unfair, despite the fact that the covenants were unreasonably wide and potentially unenforceable. | Legal update: archive | 28-Nov-2005 |
| 50 | Restrictive covenants The High Court has held that if there are two possible constructions of a restrictive covenant, the court should construe it on the basis that the parties intended the construction which is enforceable. | Legal update: case report | 26-May-2005 |
| 51 | Restrictive covenants The High Court has held that income tax and National Insurance contributions are due in respect of payments made to a former director in return for his agreement that he would continue to be subject to certain restrictive covenants. | Legal update: case report | 22-Jan-2004 |
| 52 | Restrictive covenants The Court of Appeal has amended restrictive covenants in an employment contract. | Legal update: archive | 04-Jun-2003 |
| 53 | Restrictive covenants Restrictive covenants stated to apply on termination of employment "howsoever arising" are of themselves unreasonable and therefore unenforceable. The courts will not apply the blue pencil test to cut out those words. | Legal update: archive | 01-Apr-1996 |
| 54 | Restrictive covenants In a recent decision the Court of Appeal was prepared to take a flexible approach and apply a qualification to a non-solicitation clause to give it the meaning intended. However, restrictive covenants should only be drafted as widely as is necessary for the protection of the employer's legitimate business interests. | Legal update: archive | 01-Dec-1993 |
| 55 | Restrictive covenants The Court of Appeal has decided that it is not fatal for a non-solicitation clause not to specify the period prior to the termination of employment during which the employee in question must have had dealings with the customers which are to be protected by the clause. | Legal update: archive | 01-Dec-1997 |
| 56 | Restrictive covenants The High Court has held that restrictive covenants entered into by employees with a transferee of the business at the time of a TUPE transfer are likely to be unenforceable because TUPE does not allow employees to agree changes in the terms and conditions in connection with a TUPE transfer. | Legal update: archive | 01-Oct-1998 |
| 57 | Restrictive covenants The High Court has upheld a covenant which restricted the dealing with business contacts with whom the company had had negotiations in the preceding 12 months. | Legal update: archive | 04-Jul-2000 |
| 58 | Restrictive covenants Rules of a commission scheme, which provide that a person is only entitled to accrued commission after he leaves on the condition he does not work for a competitor, amount to a restrictive covenant. | Legal update: archive | 01-Jan-1996 |
| 59 | Restrictive covenants The Court of Appeal has held that the inclusion of the words "howsoever arising" in a restrictive covenant in an employment contract has no effect on its enforceability. | Legal update: archive | 01-Dec-1996 |
| 60 | Restrictive covenants The Scottish Court of Service has decided that the inclusion of the words "howsoever arising" in a restrictive covenant does not automatically render it void. | Legal update: archive | 01-May-1996 |
| 61 | Restrictive covenants and gardening leave It would normally be inappropriate for the length of period on gardening leave to be offset against a period of restraint imposed by a restrictive covenant. | Legal update: archive | 01-Jul-1996 |
| 62 | Restrictive covenants: Bond brokers The High Court has held that restrictive covenants have to be considered in light of the commercial context in which they are entered into. It has allowed a shareholder in a company (whose employees "jump ship" as a team to join a competitor) to act as a plaintiff to enforce the restrictive covenant. | Legal update: archive | 01-Apr-1997 |
| 63 | Restrictive covenants: Legitimate business interest The High Court has held that a six month non-compete clause restraining eurobond brokers was not enforceable because their employers had no proprietary business interest to protect. | Legal update: archive | 01-Nov-1991 |
| 64 | Restrictive covenants: reasonableness The High Court has reaffirmed the principle that the reasonableness of a restrictive covenant must be judged at the time it was entered into, not at the time when the employer sought to enforce it. | Articles | 24-Oct-2012 |
| 65 | Retaining staff: Employment concerns in an internet age A look at the employment issues highlighted by the new economy and their effect on traditional and internet employers. | Articles | 27-Oct-2000 |
| 66 | Solicitation of employees The High Court has provided useful guidance to those purchasing a business who attempt to retain the workforce by means of restrictive covenants in a contract of employment and in the sale agreement. | Legal update: case report | 01-Jan-1999 |
| 67 | Springboard injunction: poaching employees The High Court has granted a springboard injunction following mass poaching of employees. | Legal update: archive | 29-Sep-2008 |
| 68 | Team moves: walking the line A consideration of the issues that team moves present for current and potential employers and for employees. | Articles | 02-Sep-2010 |
| 69 | Team poaching: breaches of contract The Court of Appeal has held that brokers who resigned from their employer with a view to joining a rival firm had not been constructively dismissed, and that those brokers who had withdrawn from forward contracts with the rival firm had not breached those contracts. | Articles | 25-Mar-2011 |
| 70 | Terminating senior executives Boards are thinking more carefully about the ways in which they dismiss directors or senior executives. In the first of a two part article the author looks at the practical steps involved in senior executive terminations. | Articles | 01-Nov-1994 |
| 71 | Trade secrets: protecting a valuable asset An exploration of the legal issues which often underlie trade secrets litigation and the practical steps that employers can take to help safeguard their confidential information. | Articles | 23-Apr-2009 |
| 72 | Unreasonable non-compete restraint A post-termination restraint preventing an ex-employee from setting up a competing business within a specified geographical area will be unreasonable unless the employer can show that the area in question is necessary and effective to achieve its legitimate business interest. | Legal update: archive | 01-May-1991 |
| 73 | Unsigned contracts: restrictive covenants The High Court has held that an employee was bound by the terms of an employment contract, including post-termination restrictive covenants, which he had been given on promotion but which he had not signed and returned to his employer. | Articles | 28-Nov-2012 |