James O'Connell

Great flow chart here (for people who like their content visual) of what a UK venture capital funding round looks like, what documents are involved, and as regards the order of play generally... #VC #venturecapital #HLaw

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The eagerly awaited decision of the UK Court of Appeal in the Emotional Perception case, which concerns the patentability of AI, has been handed down. As I explain in the article linked below, this case provides some much needed guidance on whether artificial neural networks are excluded from patentability. So can AI systems be patented? It depends! #AI #DLAPiperAI #PatentabilityofAI #AIPatents

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Vacuum cleaners in UPC Weekly from Mewburn Ellis this week! Specifically a preliminary injunction overturned by the UPC Court of Appeal on a Dyson patent. Key takeaways: 📣 Local Division said there was probably infringement, so ordered PI 📣 Court of Appeal looked at the same evidence and decided on a different claim interpretation 📣 Therefore PI overturned as probably no infringement 📣 The "difficult" feature is in the preamble of the claim, and not really part of the inventive concept 📣 No-one has mentioned doctrine of equivalents (DoE) in the PI proceedings - too difficult to argue in supposedly summary determination? 📣 So if DoE comes up in the main infringement action, we may see a completely different outcome

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The case of Upham and others v. HSBC revolves around the "Eclipse" investment scheme, designed ostensibly to provide tax relief for UK taxpayers by funneling capital into LLPs engaged in the film industry. This judicial scrutiny reveals the problematic underpinnings of such investment vehicles, which ostensibly supported creative enterprises while primarily serving as mechanisms for tax deferral. At its core, the scheme's structure involved intricate financial and contractual arrangements with Disney to acquire rights to exploit certain films. Investors funded these acquisitions through significant borrowings, with the expectation of both immediate tax relief on the interest and potential future profits from the films' successes. However, these hopes were largely speculative and relied heavily on the continuation of certain tax advantages. The judgment emphasizes the disconnect between the scheme's professed function as a support mechanism for the film industry and its actual operation as a tax avoidance setup. Such schemes undermine public trust in the tax system by suggesting that with sufficient capital and legal maneuvering, tax obligations can be indefinitely deferred. This not only skews the economic playing field but also reallocates resources away from potentially more deserving or productive investments within the creative sector itself. The scheme's reliance on convoluted and opaque financial structures, and its ultimate challenge and defeat by HMRC, highlights the risks inherent in using the arts as a cover for financial engineering. It suggests a need for clearer regulations and more robust oversight to ensure that film financing initiatives genuinely support cultural production rather than merely serving as vehicles for tax avoidance. This case should serve as a cautionary tale about the perils of intertwining artistic enterprise with aggressive tax planning strategies, reflecting a broader critique of investment schemes that exploit legislative loopholes to defer tax liabilities. It is a clear example of the need for more stringent scrutiny and regulation to prevent the misuse of creative industries for unintended financial benefits. #TaxAvoidance #FilmIndustryFinance #HMRC #LegalScrutiny #TaxFairness #InvestmentEthics #CreativeIndustrySupport #RegulatoryOversight #FinancialTransparency #UKTaxLaw

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Important ASA ruling today for anyone running prize promotions on social media. Simply announcing the winner in a comment against the original post - a relatively common practice - may not meet the UK CAP Code requirement to "publish or make available information that indicates a valid award took place" (rule 8.28.5). If you're running this kind of promotion, you may need instead either to edit the caption of the original post to indicate once a winner has been selected or to include a link to details of prize award(s). (Promoters also need to bear in mind the rights of prizewinners under rule 8.28.5 to object to their personal information being published.)  https://lnkd.in/eFSM7avg

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How can better legal documents actually help you drive your sustainability agenda? Come along next week to our practical session at the Planet C conference and find out 👇🌎🌱 Won’t be boring lawyer talk I promise ! You’ll know that already if you have ever heard my talented colleagues present: Laurie Trounce Lexie Williams #bcorp #changehowwedolaw #legaldrafting #chancerylaneproject

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Very interesting that we have already had our first C1 grades. There was much talk about whether we would see any at all, so it's certainly positive that we have had two of them in the first wave of inspections. Of course a C1 grade does not mean perfection, but it is notable that the judgments make specific reference to 1) up-to-date records of the condition of homes, 2) effective communication about timings for repairs and 3) effective tenant engagement and influence structures. Those are undoubtedly the central issues to the consumer standards compliance. #ukhousing #socialhousing https://lnkd.in/g64YsDJT

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We are pleased to be able to announce that we have extended the legal software systems we support to include Clio. https://lnkd.in/dAdtSuR8 This adds to the support we give to users of LEAP and eclipse Proclaim. So if you have Clio and feel you need some help, give us a shout! #legaltech #lawfirm #legalprofession #lawyers #clio

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Employee Ownership Trusts have reached an all time high as recent stats show 27% growth in EOT transactions. 'Employee Ownership Trusts surge as entrepreneurs seek tax-friendly exits' (cityam.com) If you are thinking about doing this, come and talk to us about it as we have experience of advising clients in numerous different sectors on EOTs. Corporate lawyers | M&A lawyers in Kent (ts-p.co.uk) #EmployeeOwnershipTrusts #Lawyers

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In the penultimate extract from my guide to being a director, I deal with the potential consequences for directors after the death of the company and how there can still be personal implications: https://lnkd.in/eDhRMSR2

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A somewhat disappointing update of the UK IPO's guidelines on AI despite #EmotionalPerception judgement. Takeaways include that 1) ANNs can still fall down under mathematical and business method exclusions, and 2) claims not specifically directed to ANNs (e.g. machine learning or model training) continue to fall within the computer program exclusion, according to the UK IPO.

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La Dolce Vita - now slightly less Dolce As you might expect, we've been talking to a number of clients about redomiciling individuals (and whole businesses) in recent months. Italy in particular has come up as a potentially desirable option. One point I keep making is that if you do choose to move to somewhere that is historically a high tax jurisdiction but is offering sweetheart deals, you're putting yourself on risk that the deal may change. Politicians may get replaced. Deficits may need feeding. You might find your global assets suddenly subject to inheritance or wealth tax with a decade-long clawback if you leave. Yesterday, this happened: https://lnkd.in/exqcAaEA For the clients we're talking about, it's not really a material amount in the big scheme of things but it is a reminder that stability is sometimes the most desirable trait in a counterparty. Jersey is running a budget surplus and has virtually no debt. The same personal tax rates have been in effect for decades. The door is open for quality businesses and individuals to move here because we want to continue to build our fund management sector and the infrastructure around it. The process to get established and (if necessary) regulated is straightforward and rapid. Please don't hesitate to get in touch if you're considering your options. It is your destiny.

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An interesting few weeks for #AI. We’ve obviously got the initial Feb 2025 deadlines under the EU AI Act which will be here before we all know it (and obviously, please do get in touch if we can help with that – we’ve some ‘OTC’ solutions for dealing with both AI literacy requirements and Prohibited Use assessments). But more generally: 1.     AI behavioural simulation at an individual level at scale is here – an AI agent has been trained to simulate 1,000 different people in common social science survey questions in a highly accurate way by the experts at Stanford, Northwestern, Washington etc:  https://lnkd.in/ewFMAQQs - those of us who have waxed lyrically for the last decade or so about monkey’s and photo ownership, rivers having rights and the concept of ‘peculium’ in Roman Law, are a step closer to the debate on legal personality in AI coming (back) to the forefront - as I send my 'agent' off to be an electronic version of me in a variety of settings. We're so far past the 'Black Mirror' comparisons in such a short space of time... 2.     The noise around AI’s impact on productiveness has, to quote Spinal Tap, been ‘turned up to 11’.  Much like the rocks of Stonehenge in the movie, many feel the actual thing delivered hasn’t as yet mirrored the noise. The Register had a good chat on this topic: https://lnkd.in/ejfSjfvw and pointed out that the need for AI prompt engineers is a give away that AI isn’t as user friendly as needed where you have not yet properly trained your staff.  Technology literacy isn’t just a legal requirement, it’s needed to realise the investment. 'Twas ever thus in tech... In the last couple of months, I’m seeing the discussion about ownership and reuse rights of the prompts as one of the more highly discussed areas on AI supply agreements. One to keep an eye on… #ThisisSpAInalTap #doesntquiteworkasahashtag

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As more decisions are issued from the UPC, Lucy Coe examines how two cases invoving Tesla shed light on the claim interpretation approach the court is taking. The following quote from the NanoString/10X Genomics apepal case forms the cornerstone of this approach: “The patent claim is not only the starting point, but the decisive basis for determining the scope of protection of a European patent. The interpretation of a patent claim does not depend solely on its exact wording in the linguistic sense…Rather, the description and the drawings must always be used as explanatory aids for the interpretation of the patent claim and not only to resolve any ambiguities in the patent claim”.

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◼ What's in store for UK dealmakers? ◼ If you are keeping a keen eye on the UK M&A market, why not join us for Critcaleye's Growth Company Forum on 26 September 2024? We'll be talking about the outlook for the rest of the year and into 2025, covering: ▶ key issues for boards approaching a transaction; ▶ routes to exit; ▶ what sectors are hot; ▶ changes in store for PE; ▶ and much more! Criticaleye is an excellent peer-to-peer community for board members to connect with their peers across their industry and further. Huge thanks to Jacob Ambrose Willson and Sinead Lack for hosting this event! If you can't make the session, look out for the follow-up articles and feel free to DM me if you'd like to discuss anything M&A related. Link in the comments to find out more about Criticaleye.

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Intellectual Property Office UK has announced its new SME financial support scheme. The gist of it is: - IP AUDIT: Businesses can get a part-funded IP Audit (worth £2,250) from an IP professional. The business must contribute £750 towards the cost of the audit. - IP ACCESS: Businesses can get a contribution of up to £2,250 for IP professional services, e.g. towards filing patent application. The business must pay at least 50% towards the total cost of the IP service. IP Audit funding is not mandatory for gaining the IP Access funding. It is great to see this funding continue, albeit in a slightly different format from before. As will most of these things, the devil is in the detail, and so please do get in touch if you want to discuss the availability and criteria of these grants. Knowing the process and likelihood of obtaining the grant before you spend time and effort jumping through hoops could save you an headache further down the line. For my Scottish contacts, Scottish Enterprise are a super friendly bunch who can also help you navigate the funding options.

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It was a pleasure to host a number of VCs this week in New York, alongside Lytical Ventures, Steve Berg and Ben Parr and share this spectacular view of New York City over drinks and nibbles. If you're a US VC who invests in the UK, UAE or Germany or your portfolio companies are expanding their operations into these jurisdictions please do get in touch and DM me #USventurecapital #investingintheUK #fintech #fintechinvestments #techinvestors #techlawyers #venturecapitallawyer #venturecapital #vc #venturefunds #UKlawyers #Newyork #primarysummit

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MPs are backing a review of legal regulation, as discussed in more detail in the link below. We knew it was coming, but it seems that rapidly changing technology and the “emergence of a range of disturbing ethical issues” are making the call for a single regulator of all legal services more and more attractive. What do you think about the growing likelihood of a single regulator? https://lnkd.in/ejspbgzW #lawfirmmanagement #lawyers #SRA

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