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INTERNATIONALEMPLOYMENT CONFERENCENew York, NY | November 13, 2018

WELCOMEWe are delighted to welcome you to the latest edition of our traveling international employment conference.

As your trusted advisors, we appreciate that you are leading strategic decisions on the front lines for your businesses’ most valuable assets: your people. And operating in a fast-paced and dynamic global marketplace means staying abreast of the latest developments across geographies while looking ahead to whatever may pop up down the road.

In this context, we are pleased to present leading employment law professionals and thought leaders from France, Germany, the UK, China, Japan, the Middle East and the US to discuss hot topics employers are grappling with, including gender pay equity, sexual harassment, contingent workers, whistleblowing, data privacy and much more.

We have designed this conference to provide you with perspectives that help you to be a better leader and set you on a clearer path to managing people in a fast-evolving and sometimes volatile global environment. While we all are working in a climate of change and uncertainty, we know that this is also an incredibly exciting time to be involved in the global business of people.

We hope that you enjoy the conference, find value in the exchange of ideas and leave the event more informed and better equipped to handle the challenges ahead.

Sincerely yours,

Ute KrudewagenCo-Chair, International Employment practice

Brian Kaplan Chair, US Employment practice Co-Chair, Global Employment practice

Dean FealkCo-Chair, International Employment practice

Tim MarshallCo-Chair, Global Employment practice

AGENDA

NEW YORK, NY | TUESDAY, NOVEMBER 13, 2018

8:30 a.m. – 9:00 a.m. Registration + Breakfast

9:00 a.m. – 9:15 a.m. Welcome from Roger Meltzer, Global Co-Chairman and Americas Co-Chairman, DLA Piper

9:15 a.m. – 11:00 a.m. Global Employment and Labor Trends

Diversity, Gender Pay Equity and #MeToo

Contingent Workers

11:00 a.m. – 11:15 a.m. Break

11:15 a.m. – 12:45 p.m. Global Trade Secrets and Non-Competes

Restructuring

Data Privacy

12:45 p.m. – 1:45 p.m. Lunch + Country Marketplace

1:50 p.m. – 2:30 p.m. France, Germany, United Arab Emirates/Saudi Arabia or US

2:35 p.m. – 3:15 p.m. China/Japan, Germany or UK

3:20 p.m. – 4:00 p.m. China/Japan, France, United Arab Emirates/Saudi Arabia or UK

4:00 p.m. Networking + Cocktail Reception

GLOBAL EMPLOYMENT SOLUTIONS Helping Multinational Companies Navigate Global Employment Issues

WWW.DLAPIPER.COM | 3

Companies operating in global markets face many complex employment challenges that require an international perspective combined with a thorough knowledge of country-specific employment practices. With market and economic shifts, new technology, globalization and global mobility, demand for more flexible workforces, and ever-increasing scrutiny of compliance and ethics, the employment and labor challenges for multinationals are greater than ever. Acquisitions, outsourcings, expansions or reductions in force, local or international employee relations, data privacy and protection, local, cross-border or multi-jurisdictional compliance and risk management: when it comes to all these concerns, we have the experience, and we can help.

We offer deep local knowledge backed up by the resources of a global firm to ensure that global employment issues are handled effectively. Our team offers solutions to the challenges presented in managing a global workforce through a combination of:

■ Full-service business support – the ability to address employment, benefits and equity compensation wherever you do business

■ International project management – coordinated advice across jurisdictions along with a consolidated, consistent, one-stop approach

■ Breadth and depth – positioned to help clients access new markets as well as offer the peace of mind that your business in any jurisdiction is handled effectively

WHAT CLIENTS SAY ABOUT US

“We can say that DLA’s work is at the very top of our experience and look forward to a long lasting relationship with the firm.”

“The firm has very significant coverage with global pull and powerful transactional contacts. They are advocates and advisers, and offer a full service.”

“[…] understands our position as a young company and tailors […] advice to address our particular sense of risk tolerance and risk mitigation. Such practical, yet informed advice, is extremely valuable and bucks the trend for most large law firms which are slower to account for the types of risks that a growing company must undertake.”

“[…] terrific at managing our legal work around the world. The system we have in place for monthly updates with the “tracker” […] is an amazingly powerful tool for keeping work moving and informing us of developments in countries.”

“…really able to think through how to handle a matter and come up with the right solution for the company.,”

“An excellent firm!”

DLA Piper’s Employment group is a market-leading global practice with a strong reputation for

delivering solutions-based advice and supporting clients in a wide range of employment issues.

With over 300 world class legal experts across the Americas, Europe, Middle East, Africa and

Asia Pacific, our global employment team is one of the largest in the world, with one of the widest

geographical footprints of any international law firm. We partner with our clients, wherever they do

business, to find solutions and manage risk in relation to their legal challenges and objectives as it relates

to employment, pensions and incentives.

Our lawyers are locally qualified fluent English speakers who adopt a consistently practical approach to legal advice in every country. We work together on a day-to-day basis to develop solutions that achieve our clients’ business goals, taking into account local legal and cultural requirements. Our employment lawyers draw upon the experience of colleagues in numerous areas of law, including global equity, corporate and finance, tax, data privacy and real estate, resulting in fully integrated advice for our clients.

■ Ranked in Band 2 by Chambers Global – 2015-2018 in the Global Employment category

■ One of the largest global employment teams in the world, with one of the widest geographic footprints

■ Our clients range from local star tups to small multinationals to some of the biggest and best known global brands in the world

■ Known for handling some of the most complex cross-border employment work in the market, for some of the biggest and best known multinationals

4 | AN OVERVIEW OF OUR GLOBAL EMPLOYMENT PRACTICE

HOW WE CAN HELP

We advise international and cross-border clients on a broad range of complex employment matters, including:

■ Expansion strategies – We work with our tax and corporate teams to develop global expansion strategies that cover the range of issues from proper engagement of employees, permanent establishment tax and corporate considerations and doing business requirements. We assist clients in developing protective IP assignment, confidentiality and non-compete agreements, and prevent problems before they arise.

■ Employment set-up requirements – We help clients engage employees in new and existing jurisdictions, covering topics such as global equity, background checks, application forms, employment agreements or benefits set-up. We also assist clients in drafting policies and procedures, ranging from global codes of conduct to locally required policies and procedures to ensure legal compliance and facilitate a respectful work environment, all taking into consideration the diversity of cultures, histories, social and political backgrounds of workforces today.

■ Issues relevant to existing employees – Advising clients on day-to-day HR issues is a significant part of our practice. Our lawyers are experienced in giving fast, practical advice on dealing with the full range of local HR issues.

■ Global expatriate mobility – A global workforce will often have members crossing borders for varying and extended periods of time. We help clients avoid employment, immigration, benefits and tax related problems while employees are on the move.

■ Discipline and investigations – We assist clients when things go wrong, by addressing topics such as employee discipline, performance management or cross-border or local investigations into misconduct.

■ Works councils/unions – We have significant experience counseling clients with respect to works councils and employee representatives, as well as advising clients on collective bargaining issues. We also represent employers in industrial disputes in judicial or administrative forums and give guidance on HR considerations to ensure that labor relations correctly reflect the company strategy.

■ Termination of employment – We guide our clients to identify termination grounds, draft proper termination documentation and work through required termination processes, ranging from a single termination in one location to global collective dismissals. We have the knowledge and local experience to assist on complex matters such as the termination of a critical employee and can provide full support on large-scale collective dismissals, including project management, preparation of communications or conducting negotiations.

■ Litigation – Our experienced team of employment litigators will vigorously defend any employment claims brought around the world. We also provide assistance and representation in administrative procedures before labor authorities and administrative law courts. Our lawyers are highly experienced litigators who regularly handle both simple and complex cases and provide cost estimates and merits evaluations at an early stage in proceedings. Cases are managed proactively with early evaluation of settlement options and litigation and reputation risks.

■ Employment issues in M&A and corporate reorganizations – We assist clients with all employment issues in mergers and acquisitions, corporate reorganizations and post-acquisition plans. We conduct due diligence, counsel on the negotiation and drafting of the deal agreement, draft employee transfer documentation, assist with consultations with unions and works councils, benefits harmonization, interim operating models and acquisition-related downsizings

WWW.DLAPIPER.COM | 5

VALUE-ADDED SERVICES

We offer a range of additional complimentary services to help our clients reduce risk, improve efficiency and save money, including:

■ Employment and pensions law content for over 55 countries (and counting) across the globe via GENIE (Global Employment News, Insights and Events) portal

■ Client aler ts and our employment blog Labor Dish give regular updates about international employment and labor developments that could affect our clients’ businesses

■ Domestic and international guides on key employment and labor issues, including global reductions in force, global business transfers, global business protection and the global report on whistleblowing and our Guide to Going Global, which covers the employment and labor law basics in over 60 key jurisdictions

■ WIN is our award-winning series of events, tools and forums addressing the technical, commercial and personal aspects of working in-house

■ Training from bespoke in-house workshops on red flag topics to cross-border webinars and international roundtable events, including our CLE Library and Marbury Institute Programs

■ Secure online access to reporting, financial and other information and resources about matters

■ Customizable extranet for storing information securely and working collaboratively

AWARDS AND RANKINGS

Ranked in Band 2 for Global Employment – Chambers Global, 2015-2018

Named among “The 10 Mightiest Employment Practice Groups,” in the Law360 2015 Practice Groups Report, which ranks the largest labor and employment practice groups by number of partners globally that spend a majority of their time practicing in this area.

Ranked in Band 2 for UK Employment – Chambers Global, 2015-2016

Ranked in Band 1 for United Arab Emirates Employment – Chambers Global, 2015-2016

Ranked in Tier I for Employment, United Arab Emirates (Legal 500, 2015 – 2017)

Named Most Responsive International Law Firm in Hong Kong and China – Asian-MENA Counsel, 2016

#1 Global M&A deal volume for the eighth consecutive year (Mergermarket 2017)

#6 Law firm for global reach and breadth of international work (Law360 2017)

#31 Among Am Law 200 firms for pro bono hours per lawyer and lawyer participation in 2016 (The American Lawyer 2017)

6 | AN OVERVIEW OF OUR GLOBAL EMPLOYMENT PRACTICE

RECENT REPRESENTATIVE MATTERS

A major multinational chemical manufacturing company

On an asset swap transaction with another chemical company, involving employees across 50+ jurisdictions

An American multinational semiconductor and telecommunications company

On multiple transactions, including a joint venture involving 14 countries and approx. 4000 employees worldwide

A major multinational software company

On the global employment aspects of a 4.65 billion acquisition involving employees across 33 jurisdictions

A leading global biotech company

On a multi-billion merger that created a new global market leader, increasing our client’s workforce by 16,000 employees worldwide across 100 countries

A multinational professional services network

On mobile employee matters across 40+ jurisdictions and transfer of over 600 employees in a transaction involving more than 40 jurisdictions

A major fashion retailerOn labor and employment issues across the world, including day-to-day HR issues, local entitlements and benefits, global employment policies and global restructurings

A leading open-source software company

With the employment issues in its global expansion, affecting employees in more than 15 jurisdictions

A leading global cosmetics company

On a restructuring affecting 1,500 employees globally

A global medical technology company

With a worldwide divestiture of a business unit in 30+ jurisdictions and formation of a joint venture, employing more than 5,000 employees across the globe

A provider of human resources software

In relation to global employment and data privacy matters in 40+ jurisdictions, including recruitment process outsourcing, background checks, etc.

A major technology and media company

On various employment matters relating to global workforce acquisition and integration issues covering 18 jurisdictions and approx. 4000 employees

DLA Piper is a global law firm operating through DLA Piper LLP (US) and affiliated entities. For further information please refer to www.dlapiper.com. Note past results are not guarantees of

future results. Each matter is individual and will be decided on its own facts. Attorney Advertising. Copyright © 2018 DLA Piper LLP (US). All rights reserved. | NOV18 | MRS000008569

www.dlapiper.com

ABOUT US

DLA Piper is a global law firm with lawyers located in more than 40 countries throughout the Americas, Europe, the Middle East, Africa and Asia Pacific, positioning us to help clients with their legal needs around the world.

FOR MORE INFORMATION

To learn more about DLA Piper, visit www.dlapiper.com or contact

Ute KrudewagenChair, International Labor and Employment T +1 650 833 [email protected]

Brian KaplanGlobal Co-Chair, Employment T +1 212 335 [email protected]

Tim MarshallGlobal Co-Chair, Employment T +44 (0)20 7796 [email protected]

Joseph GuarinoPartner, EmploymentT +1 973 520 [email protected]

Victoria RichterOf Counsel, EmploymentT +1 312 368 [email protected]

GENIE is a unique online business tool, designed to help multinational clients understand the employment and labor law essentials when entering into or operating in new jurisdictions. GENIE allows clients, to review and compare laws across countries and keep up‑to‑date with key HR legal developments around the world.

Copyright © 2017 DLA Piper. All rights reserved. | OCT18 | 3227340

www.dlapiper.com

For fur ther information please email Tim Marshall ([email protected]) or simply email [email protected].

COUNTRY REPORTS

GENIE hosts employment and pensions law information for 60 countries worldwide, across the Americas, Europe, the Middle East, Asia‑Pacific and Africa.

GENIE allows you to download a single country report highlighting key information for the selected country on topics ranging from business transfers, collective employee relations and mass layoffs to working time, family‑friendly rights and discrimination.

GENIE also allows you to compare information for as many countries, and across as many topics, as you wish, in a user friendly format.

NEWSFEED

GENIE hosts a live newsfeed, highlighting important legal developments and providing updates as developments progress. It also provides you with access to both local and global DLA Piper publications as well as information on DLA Piper’s employment and pensions law seminars scheduled across the world.

ALERTING SERVICE

GENIE offers a bespoke email alert service by allowing you to select the topics and countries of interest to you. This ensures you receive targeted information individually designed to suit and support your business.

Access to practical employment, labor and pensions law information for

60 countries

Compare topics across all countries, create and download comparison

reports

Receive latest newson key developmentsin law and practice

Create bespoke alerts toreceive update emails ontopics and jurisdictions

of your choice

Register forDLA Piper

events and accesspublications

Great functionality andoptimized for mobile

devices so it’s really easyto use on the move

BENEFITS

www.dlapiper.com DLA Piper llp (us)

CORPORATE

We touch on a wide range of corporate issues for companies expanding internationally, including establishing a corporate presence and choice of entity, liability considerations, tax presence and tax filings, capital requirements, the formation process, director, officer and shareholder requirements, registration processes, office lease processes and possible exit strategies.

EMPLOYMENT

As business grows more global, the challenge for in-house counsel and HR professionals responsible for workforce issues and employment law compliance is intensifying. This guide is designed to meet that challenge head on and has been produced in response to feedback from clients in both established and emerging international businesses.

GLOBAL EQUITY COMPENSATION

In light of the dynamic legal and regulatory landscape around the globe, companies must continually assess their equity compensation programs in every country where they are offered. Guides on stock options, purchase rights and restricted stock and restricted stock units, summarize the legal, regulatory and tax issues faced by multinational companies in 48 countries.

GUIDE TO GOING GLOBAL SERIES

DLA Piper’s Guide to Going Global series is designed to help companies

meet the challenges of global expansion. The series reviews business-

relevant corporate, employment, equity, intellectual property and

technology, and tax laws in key jurisdictions around the world.

GUIDE TO GOING GLOBALCORPORATE

TABLE OF CONTENTS

GUIDE TO GOING GLOBALEMPLOYMENT

INTRODUCTION

GUIDE TO GOING GLOBALGLOBAL EQUITY

TABLE OF CONTENTS

www.dlapiper.com

DLA Piper is a global law firm operating through DLA Piper LLP (US) and affiliated entities. For further information please refer to www.dlapiper.com. Note past results are not guarantees

of future results. Each matter is individual and will be decided on its own facts. Attorney Advertising. Copyright © 2018 DLA Piper LLP (US). All rights reserved. | NOV18 | MRS000115158

INTELLECTUAL PROPERTY AND TECHNOLOGY Inside this guide, we outline crucial aspects of IP and Technology laws in 42 jurisdictions that are particularly relevant to businesses seeking to expand their operations globally. We also summarize some fundamental commercial terms that customarily appear in IPT-related agreements.

TAX

Multinational companies continue to expand globally at an even faster pace. Successful expansion depends, in part, on strategic and effective tax planning and compliance. This guide, brought to you by our Tax group, summarizes the key features of tax laws in 36 popular jurisdictions.

Visit this page to access all the guides: https://www.dlapiperintelligence.com/goingglobal/index.html

ABOUT US

DLA Piper is a global law firm with lawyers located in more than 40 countries throughout the Americas, Europe, the Middle East, Africa, and Asia Pacific, positioning us to help clients with their legal needs around the world.

FOR MORE INFORMATION

To learn more about DLA Piper, visit www.dlapiper.com or contact:

Dean FealkT +1 415 836 [email protected]

Sang KimT +1 650 833 [email protected]

Ute KrudewagenT +1 650 833 [email protected]

Victoria LeeT +1 650 833 [email protected]

Eric WangT +1 650 833 [email protected]

GUIDE TO GOING GLOBALIPT

TABLE OF CONTENTS

GUIDE TO GOING GLOBALTAX

TABLE OF CONTENTS

www.dlapiper.com 0Tuesday, November 13, 2018

Tuesday, November 13, 2018

INTERNATIONAL EMPLOYMENT CONFERENCE

New York, NY | November 13, 2018

*This presentation is offered for informational purposes only, and the content should not be construed as legal advice on any matter


Brian Kaplan, Global Co-Chair

Tim Marshall, Global Co-Chair

Joe Guarino, US Ute Krudewagen, US

Johnny Choi, China Kai Bodenstedt ,Germany Emma Mills, UK Philippe Danesi, France

Neil Crossley, UAE Keiji Nasuda, Japan

Your hosts and speakers

Global employment and labor trends


Political change / labor

reform Whistleblowing Global mobility

Pensions, social security

and tax #MeToo

Gender pay equity / diversity

Data privacy Contingent

workers Trade secrets and covenants

Global employment and labor trends


France

• Impact of 2017 Macron reforms

• Unfair dismissal

• Redundancy • Social and

Economic Committee

Germany

• Coalition proposals

• Greater regulation of FTCs

• Right to return from part-time to full-time work

Netherlands

• Coalition proposals

• Longer probationary periods

• Easier dismissals

• Relaxation of FTC rules

Italy

• Changes in force

• Regulation of FTCs

• Unfair dismissal damages

Spain

• Partial reversal of 2012 reform?

Political change with an impact on labor & employment policy


UK – European Union: Brexit

The latest on the political negotiations: Deal or no-deal?

Immigration status of UK nationals in the EU and EU nationals in the UK

Impact on employment law and policy in the UK


Japan Work style: Significant reform on working time and other matters

Singapore Extension of Employment Act protection to all employees

Brazil Bedding in of 2017 reformsSignificant decrease in litigation

Mexico President elect labor proposals

US –China

Impact of tariffs

Other notable employment and labor reform


Whistleblowing: Where are we now and what's changing?

Now

– Wide variation in legal protection for whistleblowers around the globe:

– No protection in eg, China, Poland, Russia, Belgium

– Limited protection in eg, Germany, Canada, UAE, Japan

– Greater protection in eg, UK, US, France, Australia

What's changing?

– EU wide: Proposed EU Whistleblowing Directive in force 2021?

– New EU wide standards protecting whistleblowers who report breaches of EU law

– All companies with 50+ employees or annual turnover > EUR 10 million to set up internal procedures to handle whistleblowers' reports

– Impact likely to be significant in jurisdictions with no or limited current whistleblowing protection eg, Germany, Belgium, etc

– Elsewhere, eg, Italy, Australia, Poland: Recent / upcoming changes to tighten protection

– US: SEC proposals to improve incentives for whistleblowers


• Regulates secondments / temporary postings from one EU country to another

• Right to minimum standards in host country to avoid "social dumping"

• Check local procedural requirements eg, notification requirements, point person, etc.

EU Posted Workers Directive

• UAE / Saudi: Nationalization programs • China: New rules for Taiwan / Hong Kong / Macau nationals • Brexit

Elsewhere

Global mobility


Pensions

• Poland: Mandatory workplace pension in 2019?

• Ireland: Proposed mandatory workplace pension

• Germany: Reform of Occupational Pension Act

• Poland: Mandatory workplace pension in 2019?

• Ireland: Proposed mandatory workplace pension

• Germany: Reform of Occupational Pension Act

Social security

• Poland in January 2019?

• Romania in 2018 • Impact on net

salaries

• Poland in January 2019?

• Romania in 2018 • Impact on net

salaries

Tax

• China: Reduced tax exemption for expats

• Netherlands: 30% rule for expats reduced from 8 to 5 years

• Middle East: VAT in Gulf to impact third party labor costs?

• China: Reduced tax exemption for expats

• Netherlands: 30% rule for expats reduced from 8 to 5 years

• Middle East: VAT in Gulf to impact third party labor costs?

Pensions, social security and tax


• Limitation periods in employment contracts

Germany

• Holiday year / pay changes • Stock option changes

Denmark

• Outsourcing of core activities now legal

Brazil

• End to MPF offset?

Hong Kong

• Legalization of marijuana as of October 17, 2018

Canada

Other significant global developments

#MeToo, gender pay equity and diversity


Spotlight on harassment has led to increased reports within many

employers

Ensure existing harassment reporting processes are fit for

purpose

Review / revise policies and reissue to remind

employees of rights and obligations

Ensure effective means of reporting via hotline or

otherwise

Engage all employees (all genders) in the process /

dialogue

Make sure systems address repeat

behaviours

Training and responsibility

Calling out non-compliant behaviours

Be aware of local law but even if a policy is not mandatory, it is best

practice and difficult to defend claims without

one

#MeToo


#MeToo: Moving towards greater regulation

France Requirement for larger employers to have a point of contact for handling sexual harassment allegations

Saudi Arabia and UAE

KSA: New anti-harassment laws: requirement for policies, reporting procedures, etc. UAE: new hate law with criminal sanctions

UK Call for limits / bans on NDAs

China Limited legal change but some provincial level developments

Denmark Clarification of rules on context and increased compensation

US State initiatives eg, California, New York / NYC


Gender pay equity

UK

– Mandatory reporting for UK companies with 250+ employees

– Deadline for annual reports = April 4

– 2018: approx. 10,000 companies reported, nearly 78% paid men more than women

Germany

– Gender pay transparency rules introduced in 2017 for companies with 200+ employees

France

– Companies with 50+ employees to publish pay gap: 3 years to meet indicators

Ireland

– Proposed: Employers with 50+ employees to report on gender pay gap

Canada

– Federal legislation for public employers to reduce the pay gap

– Proposed: Ontario pay transparency legislation


UK consultation on ethnicity pay reporting

Women on boards: California mandates inclusion by end of 2019

Other diversity developments

Contingent worker status


Misclassification / re-

classification

Joint employment

Collective representation /

actions

Concealed work Permanent

establishment Tax

Social security / welfare

Anti-fronting laws

Immigration

Potential risks to employers of getting it wrong


UK: Status options

Employee

• All rights inc: • Termination • Redundancy • Family rights• Discrimination• Minimum

wage• Paid holiday

and rest • Pension

Worker

• Discrimination • Minimum wage• Paid holiday and

rest • Pension

Self-employed

• Some discrimination rights

Agency worker

• Worker / employee rights (depending on status)

• Equal treatment rights under the EU Directive


UK hybrid worker category: Limb 'b' workers:

– Contract under which individual undertakes to do work / perform services personally for another party who is not a client or customer of a profession, business or undertaking carried on by the individual

Multiple recent cases challenging self-employed status, majority in favour of "worker" status. Fact specific, but courts have concentrated on factors such as:

– Mutuality of obligation, whether personal service is a dominant feature of the relationship, substitution rights, control, economic dependence, integration

Taylor Review, select committee enquiries and government consultation

Direction of travel:

– New / extended worker definition focusing on control / dependency?

– More clarity around status

– New rights for self-employed?

– Tax onus shifted to "employer"? Greater focus on welfare / social security provision

UK: Latest developments


Europe

– EU Commission policy / legislative approach

– Germany: 2017 new rules on use of temporary workers. New coalition government proposes to review and to restrict further work on demand and fixed term contracts

– Netherlands: New rules to prevent sham self-employment

Middle East

– Anti-fronting laws

– Immigration requirements

– Navigating new working models

Developments elsewhere: Europe and Middle East


Japan

– Employers try to avoid direct employment for many reasons incl. difficult terminations, reinstatement, high-costs, etc. 35 - 40% of employees in Japan are non-regular employees

– Dispatching is heavily regulated; issues include:

– Time limits

– Treatment of dispatched workers

– Misclassifications can lead to a direct hiring obligation for receiving company

– Fixed-term employees: Five-year rule

– Work style reform: Equality for regular and non-regular employees

China

– No new law, but worker status challenges increasing as businesses implement different types of working patterns

– Independent contractor concept does not exist in China; often used when companies do not have legal presence in China (though there is some risk, eg, PE)

Developments elsewhere: Asia


On-going national and international

scrutiny Further litigation

Attempts by legislators to

resolve tension between regulation

and flexibility

Introduction of "hybrid" category in other jurisdictions?

Focus on tax and social security /

welfare implications

The future?

Global trade secrets and non-competes


No global one-size fits all

Enforceability varies from country to country (and in the case of the US, within country)

Key themes:

– Public policy

– Reasonableness

– Compensation (including, whether or not it can be waived if restriction not enforced, eg, Germany)

– Duration

– Geography

Use of garden leave

Enforcement and remedies

Restrictive covenants


Europe

Generally enforceable if there is a legitimate purpose (subject to reasonableness restrictions)

Compensation generally required for enforcement of the non-compete

Generally not enforceable


Middle East and Asia Pacific





Latin America





US

Enforceable if there is any legitimate purpose

Limitation on enforcement or additional requirements, eg, receipt of confidential information or consideration beyond mere employment, limitations on blue penciling

Unenforceable


1. There is no one size fits all approach that will work regardless of location

2. Focus on the most important areas of protection

3. Focus on the most important countries where breach will have the biggest impact / where the non-compete is most likely to be enforced

4. To have one covenant that works, you will probably need to ratchet up protection to the higher standards, which may mean being more generous than would normally be required locally eg, payment of compensation

5. Comply with as many of the relevant countries' requirements as you can

6. Use global template with sections that can be added as relevant, eg,payment, liquidated damages, etc.

7. Choose governing law and jurisdiction carefully

Tips for drafting global covenants that work


EU Trade Secrets Directive

– In force on June 9, 2018

– Harmonizes protection and enforcement of trade secrets across the EU

– A trade secret means information that meets 3 requirements:

– It is secret in the sense that it is not, as a body or in the precise configuration and assembly of its components, generally known among or readily accessible to persons within the circles that normally deal with the kind of information in question

– It has a commercial value because it is secret

– It has been subject to reasonable steps under the circumstances, by the person lawfully in control of the information, to keep it secret

Opportunity to review IP clauses and restrictive covenants

US Federal Trade Secrets legislation

China and Middle East: Criminal prosecution for alleged theft of trade secrets

Trade secrets


1. Check your contracts and policies to ensure that these are fit for purpose:

1. Are your definitions of confidential information and trade secrets sufficient to cover your needs and up-to-date? Does the protection apply after as well as during employment?

2. Are your employees clear on what is / is not allowed and the consequences of any improper use?

3. Does the contract / policy provide you with the ability to access devices / email / other systems to investigate a breach?

4. Does your policy address the ownership of contacts on social media, in particular LinkedIn?

2. Re-issue policies to employees and remind them of their obligations

3. Review your IT security systems to ensure that these are sufficient to protect data theft by employees (as well as others)

4. Ensure that confidential information is handled appropriately and only shared on a need to know basis

5. Train your workforce so that everyone is aware of their rights and responsibilities

Steps to protect confidential information

Data privacy


GDPR: Where are we now?

• Assessed current data and practices• Compiled an Article 30 Record• Published an employee privacy notice• Amended employment agreements / removed consent • Considered use of special categories and criminal

information• Amended processor terms• Confirmed the basis for international transfers• Reviewed data breach processes• Appointed a DPO (if required)

By now, organizations should have:

If you're not there yet, it's not too late…


Once the initial steps are in place, organizations are moving to phase 2 of GDPR compliance

Depending on the business, this may involve:

If you are in multiple EU jurisdictions, this may depend on the specific derogations in place

GDPR: What next?

Adopting a privacy policy

Legitimising processing of special

categories and criminal information

Data privacy impact assessments

Records retention policy

Review of policies and procedures –diarise annually?

Amendments to internal processes


GDPR: Key HR issues in practice

Criminal background

checks Monitoring

Data access requests

Pensions

Retention periods

Providing info on employee

data processing

Social media checks

Biometric employee data

Whistleblowerhotlines

Geo-location employee data

Managing investigations

Works council consent


GDPR territorial scope

ePrivacy Regulation: Potentially stricter rules on direct marketing

Developments / notable issues outside the EU:

– California Consumer Privacy Act: Signed June 2018, effective Jan 2020

– Broad based privacy rights. Eg, scope of “personal information”

– Gives “consumers” (Californian residents) key rights: (1) to know; (2) to opt out (or opt in if minor); (3) to deletion; and (4) to equal service and pricing from a business if exercising rights

– Employee exemption?

– Shares features with GDPR, but differs and is subject to change over next 16 months

– Fragmented state laws may lead to federal regulations?

– China Cybersecurity Law: First national level law that addresses data privacy protection; new standard for data protection handling

– Strict rules in Russia on storing data of Russian nationals in-country and increased fines for violations

Other developments in and outside the EU

Restructuring


Overall project considerations

Understand the overall deliverables and business rationale Gather information to identify timings and obstacles (eg, headcounts,

thresholds, prior practices, approvals / notifications). Build in slippage time, and manage the business' expectations on what is achievable

Identify level of and appetite for risk Check the employee relations climate and consider your strategy Identify the key stakeholders and decision makers Identify the team and resources to implement changes Plan a global communications strategy: internal and external Consider the consequences of getting it wrong and how to mitigate

these. Are sanctions just financial or could they include: delay, criminal risk, reinstatement, industrial action, audit, injunctions, other?

Planning a coordinated HR strategy across multiple jurisdictions


Planning a coordinated HR strategy across multiple jurisdictions

Practicalities

Be clear on the rationale for the RIF / restructure, locally and globally Identify employee numbers (total and impacted) Gather and review necessary information: contracts, policies, CBAs, reps, etc. Prepare timelines for each country Identify I&C obligations (is consent needed?) – and if social plans are required Be aware selection rules vary and check if employees have dismissal

protection Produce termination cost tool Identify if third party consent is required for dismissals Determine what alternative vacancies are available for redeployment Draft country specific termination documents and, if required, releases Check post-termination obligations Consider immigration implications (for impacted staff on visas) Check if there are any local language requirements If business transfer and / or changes to roles / relocations / secondments:

there will be additional rules and potential liability


Country Trigger for collective consultation

UK 20 or more e'ees at one establishment within 90 days

France 2 or more e'ees (social plan required as from 10 e'ees within 30 days)

Germany Where > 20 and < 60 e'ees = more than 5 e'eesWhere ≥ 60 and < 500 e'ees = 10% or more than 25 e'eesWhere ≥ 500 e'ees = 30 or more e'ees

Within 30 days

China [Optional] 20 or more e'ees or at least 10% of total e'ees (where < 20 e'ees )

Japan Concept of collective dismissal does not apply

UAE Not applicable

Saudi Arabia

Where proposal includes >10 or > 1 % of KSA nationals in workforce, formal notification and consultation required with Ministry

US Federal WARN: Where > 100 e'ees overall and => 50 to 499 e'ees to be dismissed constituting at least 33 % of the workforce at a single site. Or termination of 500+ regardless of %. (Check state WARN triggers).If TU => notification / consultation may be required under any CBA

Collective information & consultation triggers


Top tips for effective management of I&Cobligations: Who do you need to talk to?

Individual employees

Elected reps

Staff delegates / SEC / H&S reps

Other reps

Local / national works councils

Other transnational bodies

Trade unions

EWC

Labor Administration / administrative authorities

Media

Office security?


Top tips for effective management of I&C obligations

Understand the employee relations climate

Identify collective groups / employee reps at an early stage

Map out triggers, scope and timing requirements for I&C

Identify the level(s) (local / regional / global) at which the economic rationale for the redundancies must be demonstrated

Build strong rationale

Determine if filings or notifications are required or other specific local requirements that could slow down the process

Consider the form of record needed to evidence the I&C obligations

Try to ensure control of key property and items before talking to the employees


0

20

40

60

80

100

120

140

Potential extra

Minimum

How long is I&C likely to take*? Days

* Assuming 50 redundancies in each country over a 30 day period, approx. 500 total headcount per country* No special rules in Japan: this will be assessed on a case by case basis


0

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

45,000

50,000

Enhanced range

Statutory range

Notice period

How much is it likely to cost*?

*Based on age = 30, service = 5 years, salary = GBP 46,800, notice = 12 weeks, extra pay = 0, collective dismissal (50 redundancies), no extra claims, no protected status ** France: does not include repositioning leave which is in principle 65% of salary for an average period of 10/12 months

GBP


Termination costing tool for mandatory payments

Anticipate costs of any social plan measures

Consider ex gratia payments in exchange for a release of claims or in a social plan

Consider target and related bonus for the notice / transition period

Secure internal budget approval (range of mandate) in advance

Draft exit paperwork early on and determine any post termination obligations (eg, timings of payments, filings with authorities, etc.)

Determine when notice of termination and any releases can be issued as well as the required method of delivery and appropriate signatories to ensure enforceability

Consider the resources available to effect the terminations and who will talk to the employees, the order of individual negotiations, and different treatment of different categories for the severance package

Prepare a communication strategy

Build in-depth cooperation with the labor administration.

Confidential discussions with the works council's lawyers

Practical tips for negotiating exits


Litigation Financial risk Reinstatement

Delay Criminal risk Industrial

action

Labor auditsPenalties/

interest Media

What's the worst that can happen?

DLA Piper resources


GENIE: Global Employment, News, Insights and Events



INTERNATIONAL EMPLOYMENT CONFERENCE CHINA AND JAPAN: KEY ISSUES AND TRENDS




Partner, China

Johnny Choi

Senior Associate, Japan

Keiji Nasuda

Speakers


• Employee friendly • Importance of process / form • Provincial differences • Company chop

China

• Employees identify strongly with employer • Lifetime employment still exists although weakening• Termination very challenging

Japan

Overview


Very challenging; reinstatement is a real risk

Termination must be based on statutory grounds, eg:

– Severe violation of the company policies, non-performance, redundancy

Redundancy: heavy procedure requirements (note local variations)

Burden of proof on the employer, it can be difficult to find the evidence to meet the standard required

Consequence of illegal termination

– Double statutory severance or reinstatement

Mutual agreements prevail:

– Statutory severance = 1 month's salary x years of service (but subject to certain caps)

– Mutual separation normally = 1 – 3 months' in addition to statutory severance

Termination: China


Very high standard. Dismissal must be for cause; grounds include:

– Unable / not eligible to work; very serious misconduct; economic reasons; trade union agreement

Redundancy / RIFs: No statutory provision; courts have developed four commonly cited criteria for economic dismissals:

– Financial need; whether alternatives are available; whether employees were selectedfairly; whether there was due process (eg, discussions with employees in advance)

For all terminations, employer must give 30 days' notice (or pay in lieu)

Voluntary severance agreements common; no "market practice" but commonelements include:

– Payment in exchange for a waiver and agreement to leave the company

– Usually some period where the employee remains employed by the company

– May include purchase of unused vacation time, and

– Other benefits – like outplacement service.

Termination: Japan


How much would it typically cost to terminate Dylan?

Market practice for termination payments

40 years old (male, local

national)

IT software engineer

5 years' service

Base salary EUR 75,000

Variable EUR 25,000

Bens in kind EUR 10,000


Japan Highly regulated areaMisclassification risk Risk of significant overtime pay claimSocial / labour insurances

China Highly regulated areaLabour dispatch and outsourcingUse of FESCO

Worker status


China Trade unions, but not as you know them

Non-adversarial system

Collective agreements are common but limited collective bargaining

Japan No works councils

Unions and collective bargaining exist (more prevalent in certain sectors than others)

NOTE: one employee can join an outside union and require the employer to bargain with that union

Collective relations


• Employment contracts and some other key documents should be in Chinese (no statutory requirement but, in practice, necessary for enforcement)

China

• Employment contract and work rules should be in language understandable to employees. If work rules are in a foreign language, a translation must be filed with the Bureau

Japan

Language


China

• Amendments to PRC Individual Income Tax Law

• Cancellation of work permit for Hong Kong, Macau and Taiwan residents

• Collection of social insurance payments

• Worker classification

• Restrictive covenants

Japan

• Labor law reform

• Employee classification (manager vs. non-manager)

• Fixed-term 5-year rule

• Continuing use of harassment claims by employees

• Equal treatment for non-regular employees

Developments to watch



INTERNATIONAL EMPLOYMENT CONFERENCE FRANCE: KEY ISSUES AND TRENDS




Partner, France

Philippe Danesi

Speaker


1. Overview

2. Employment status

3. Employment contracts and policies

4. Working time, time off work

5. Collective employee relations

6. Termination of employment

7. Sexual harassment and gender pay reporting

Agenda


Intense activity during the last legislative period:

– Hamon Law (2014): possibility for employees to make an offer for the purchase of their company

– Macron Law N°1 (2015): Sunday work; Labour Courts reform; first simplification of redundancy process

– Rebsamen Law (2015): DUP (former CSE); consultation process

– El Khomri Law (August 8, 2016): Continue simplification of redundancy (grounds for termination)

5 executive orders (ordonnances) were published on September 23, 2017

Global spirit: SIMPLICITY - CLARITY - SECURITY

Overview: the employment & labor landscape


Employment status

– Definition of salaried employment: subordination

Contractors

– Beware of the conditions with your service providers!

Labour leasing

– "Interim" agencies

– Transfer/secondment within the same group

Employment status


Contracts

– Principle: indefinite term contracts

– Exception: fixed term contracts (replacement, temporary increase of activity, season…) – little flexibility (maximum duration and renewal – successive contracts)

– Changes to contractual terms of employment: consent (≠ change of working conditions: unilateral)

Probationary period

– Employees and blue-collar workers / supervisors / executives and engineers : 2 / 3 / 4 months

– Different periods and/or may be possible to extend under sector-wide CBAs

– Termination without justification during the trial period, but no abusive decision

Language requirements

– Contract: French except where employee is of foreign origin; contract may be translated if required by employee

– Remuneration plan: French

– Internal regulation/policies re: discipline, health and safety: French

– Others policies/documents necessary for the execution of the contract/targets: French unless the document is received from abroad or intended to be used by a non-French employee

Employment contracts and policies


Collective working time: Consultation of the works council

Wage and hours

– Legal working time: 35 hours per week (1,607 hours / year)

– Different means of achieving an average of 35 hours per week

– Working time set up in days (forfait jours)

– Not applicable to top executives (cadres dirigeants)

Minimum daily and weekly rests (min. 11 hours – 35 hours)

Maximum working time (max. 10 hours – 48 hours save exceptions)

Minimum 24 hours weekly working time for part time contracts

Right to disconnect

Overtime

– Quotas (according to CBA otherwise max. 220 hours) – additional rest time if beyond

– Rates can be set by company or branch wide agreements (minimum 10%). Without agreement, legal overtime will apply (25% for the first 8 hours - 50% beyond) or equivalent compensatory rest if provided by collective agreement

Holidays and RTT days

– Statutory paid vacations (2.5 days per month => 5 weeks per year)

– Additional vacation entitlements pursuant to CBA

Working time


Collective employee relations: staff representative bodies

Macron Executive Orders: merger of staff representative bodies

Social and Economic Committee (comité social et économique) – CSE

1 body instead of 3, compulsory where 11+ employees (over 12 consecutive months)

Its attributes differ depending on the size of the company:

11 to 49 employees: role currently held by the staff delegates

50+ employees: role currently held by the employee delegates, the works council and the health and safetycommittee. Merged body endowed with the legal personality and budget of the current works council

No consultation of the SEC before signing company level collective agreements

Expert cost: the SEC pays 20% of the costs EXCEPT on social plan and imminent danger issues: cost100% for the employer as before the reform

Company council (conseil d'entreprise)

Possible to replace the SEC by the company council if provided for by a company level agreement or,in companies without union delegates, by extended industry-wide agreement (such agreements shouldprovide for decisions to be agreed in advance by the company council and at least on professionaltraining)

Sole body entitled to negotiate, conclude and modify agreements at company or establishment levels(agreements pertaining to redundancy plans and elections are excluded and remain under theresponsibility of the union representatives).


Dismissal for "real and serious cause"

– Personal (related to the employee)

– Disciplinary (misconduct, gross misconduct, wilful misconduct)

– Non-disciplinary (poor performance, medical unfitness to work)

Procedural requirements

Models of dismissal letter

Possibility to clarify the reasons contained in the dismissal letter after notification, either on theemployer's own initiative, or if the employee asked for it (they probably systematically will) = Risk:unfair dismissal

Indemnity when the procedure is not fully compliant: max. 1 month of damages

Competitive agreement (wage, location, working time and position)

Termination of employment: individual


Individual agreement: alternative to individual dismissal: mutually agreed termination

Consent of both parties

Formal process

No reasons are needed

Need to be validated by the Labour Administration

Collective agreement: alternative to redundancy

Maximum number of voluntary departures, number of jobs to be removed, duration of the plan

Criteria to be met by the employees / rules to choose between various candidates

Calculation of the related compensation (which at least equals severance pay). Needs to beattractive

Process for providing the CSE information (no consultation)

Measure to help with external redeployment. Needs to be secure

How the CSE will monitor the plan (which will be consulted upon on a regular basis)

No economic reasons are needed / revitalisation costs could apply

Need to be validated by the Labour Administration (to be involved from day 1 and until the end ofthe plan): within 15 days (silence = validation)

Termination of employment: by mutual consent


Simplicity and security introduced by the Macron Executive Orders

Scope to assess economic grounds for redundancies limited to the sector of activity of the group inFrench territory (worldwide level before the reform)

"Sector of activity" defined according to the type of goods or services delivered, targeted customers,networks and methods of distribution

Simplification of the redeployment obligation:

Possible to set up lists of available jobs to be provided to employees by any means (email, intranet etc.)

Geographical scope France only

When the dismissal is null and void (by lack or insufficiency of a social plan), minimum damages of 6months (instead of 12 months before); damages/rehiring priority: decrease from 2 to 1 month

Collective termination rules apply to: dismissals of more than 10 employees over a 30 day period where the company employs more than 50 employees

Requirements

– Works council / CSE consultation is required

– Social plan must be implemented

– Measures to avoid / mitigate impact of terminations

– Plan to be approved by Labour Administration

Termination of employment: redundancy


Notice period (except for serious / wilful misconduct)

Severance indemnity (except for serious / wilful misconduct)

While the CBA severance pay is generally more favourable, the guaranteed minimum legalseverance has been improved by the Macron Executive Orders:

Length of service required to benefit from severance pay is reduced from 12 to 8months

The amount of severance pay is increased by 25% up to 10 years of service (up to 10years, 1/4 of a month per year of seniority. Beyond: no change, 1/3 of a month per yearof seniority)

Indemnity for accrued but unused holiday

(In addition to measures of a Social Plan – as the case may be)

Termination of employment: entitlements


Mandatory scale for damage awards:

Aim = help to anticipate the potential costs of termination

– To favour recruitment

– To align situations regardless of which court handles the case: fairness

– To reduce the number of cases brought in court: promoting settlements

Min and max damages for unfair dismissals: limits to judges independence

The judge may take into account the severance pay in his appreciation

This scale will not be applicable, and damages won't be less than 6 months'salary if the judge declares the dismissal null and void notably because of:

A breach of a fundamental right, or acts of discrimination or moral or sexual harassment (thesetypes of claims likely to increase towards removing the cap)

A dismissal linked to a protection (staff delegate mandate, work accident, professional disease,maternity), to the reporting of a criminal offence or to claims of lack of equality between men andwomen

Alternative option: reinstatement if requested by employee unless proven impossible

Termination of employment: sanctions


Unfair dismissal minimum level and cap for damages

Employeeseniority

(full years)

Minimum damages

(grossmonths' salary)

Minimum damages

(gross months'salary)

companies of fewer than 11

employees

Maximum damages

(grossmonths' salary)

0 Non applicable

Non applicable 1

1 1 0.5 2

2 3 0.5 3

3 3 1 4

4 3 1 5

5 3 1.5 6

6 3 1.5 7

7 3 2 8

8 3 2 8

9 3 2.5 9

10 3 2.5 10

11 3 10.5

12 3 11

13 3 11.5

14 3 12

Employeeseniority

(full years)

Minimum damages (gross months'

salary)

Maximum damages(gross months' salary)

15 3 13

16 3 13.5

17 3 14

18 3 14.5

19 3 15

20 3 15.5

21 3 16

22 3 16.5

23 3 17

24 3 17.5

25 3 18

26 3 18.5

27 3 19

28 3 19.5

29 3 20

30 and more 3 20


New law “for freedom to choose a professional future” implemented on 5 September 2018:

Sexual harassment (at least 11 employees)

– If there is a CSE, the staff representative body must designate a point of contact for this purpose

– If > 250 employees, the company must identify a point of contact responsible for guiding, informing and accompanying employees

– Employers must also publicize in workplaces and premises; the civil and criminal consequences of sexual harassment, as well as the contact details of the authorities and competent services.

– In force no later than January 1, 2019

Gender pay (50 or more employees)

– Requirement to publish annually information on the gender pay gap, based on methodology to be determined by decree

– Where a pay gap persists, company must set aside a "wage catch-up budget" for women. If, after three years (ie, 2022), wage gap persists above a set rate, company may be subject to a financial penalty (1% total wages)

– Requirement to publish information on how the company intends to implement equal representation of women and men.

– In effect by January 1, 2019 at the latest for companies with > 250 employees, and by January 1, 2020 at the latest for those with between 50 and 250 employees

NEW: Sexual harassment and gender pay



INTERNATIONAL EMPLOYMENT CONFERENCE GERMANY: KEY ISSUES AND TRENDS




Partner, Germany

Kai Bodenstedt

Speaker


No unified statute – widespread legal sources

# government statutes # collective agreements

(trade union) # co-determination agreements (works

council)

Civil Code sets out basis of contract law including unfair terms' restrictions

Numerous special purpose statutes, eg,

discrimination, part time workers, holiday, pension,

maternity, sick pay, parental leave etc.

Works Constitution Act –the basis for co-

determination at site or company level

Act on Collective Tariff Agreements

Corporate Codetermination Act –

employee representation at supervisory board level

Voluminous Social Security Code (12

volumes)

EU legislation, incl. data protection (GDPR)


Fixed-term contracts

Right to limited part-time work and return from part-time to full-time work

Restriction of work on demand

Modernization of working time law

Simplification of works council election

Evaluation of Temporary Employment Act

New: 2018 Coalition agreement


Formal requirement "in writing" – what does it mean?

The following are invalid if not formally "in writing"

– Everything that affects a termination of employment

– Fixed term agreements and their extension

– Consent to the release of personal data

How can it be handled in practice?

– General delegation of authority (formal POA)

– HR manager may be deemed generally authorized

– Secondary delegate to sign (instruction as proxy)

– Acceptance post signature?

Requirements of form


Agency worker / labour leasing

– Limitation of time

– Equal treatment

Self employed workers

– Risks as to legal status, cost and sanctions

Skilled contractors

– No exemption from general rules

Third party employees under supply contract

– High risk under Black Labour Act

Atypical workers


Finding the right salary level – importance of collective agreements?

Overtime and working time – clarifying confusion

Minimum wage regulations

Salary and options to make it flexible

General relationship between "time" and "money"

Limitations on tying salary to completion or success

Restrictions on "discretionary" bonus

Flexibility in bonus agreements

Salary, minimum pay, bonus


What is acceptable performance – what is underperformance?

– Contractual definitions

– Reference to other workers

– Reference to industry / sector standards

Management process and the burden of proof

Consequences of established underperformance:

– Shift of position or hierarchical rank?

– Salary reductions?

– Termination of employment?

Qualified warnings

Termination process

Performance management


Various levels of protection against termination

– Employees

– Small business

– Short service term / probation

– Executives and high-ranking managers

Notice periods, garden leave, pay in lieu of notice

Justification of termination of employment

– Business related

– Conduct related

– Capacity related (personal reasons)

No individual claim for severance / compensation for loss of employment

Risk of reinstatement

Release from work – notice of termination


What is a works council?

Who may be elected and what are the terms, rights and duties?

Works council involvement in general (regardless of size or business sector)

Specific areas of mandatory co-determination (main aspects)

– Rules of general order at a site and general conduct of employees

– Daily working time patterns, short work and overtime

– General rules on vacation and absence planning

– Use of tool or program that may be connected to performance or conduct (ie, almost every type of data processing or access control device)

– General rules for remuneration and bonus (not salary as such: CTA only)

– Personnel planning (headcount and skills) and general development plans

Consulting about hiring, grading, moving and terminating individual employees

Co-determination re collective redundancies and restructuring plans

Works council co-determination


When is a job not redundant?

– Employee not up to his duties / often ill / has disciplinary issues

– Employee to be replaced by qualified or less costly employee

– Business is sold

– Department is contracted out (as a rule)

Business decision required

Who may be dismissed – criteria for selection of affected employees

Individual consultation requirements – none

Practical guidance

Redundancies (individual / contract level)


Role of the works council

Consultation for each dismissal

Collective redundancies – extended co-determination

Reconciliation of interests

Social plan

Mass Dismissal Directive and consequences for the German practice

"Class action"-like litigation in larger restructuring projects

Training and transfer company – a state subsidized redundancy program

Role of trade unions and CBA on restructuring issues – no mandatory rules

Redundancies (collective level)



INTERNATIONAL EMPLOYMENT CONFERENCE UAE AND SAUDI ARABIA: KEY ISSUES AND TRENDS




Partner and Head of Employment

Middle East

Neil Crossley

Speaker


Federal law & decrees (UAE

Federal Law No. 8 of 1980, as amended)

Onshore versus free zone

Shari’ah (Islamic) Law

Custom and practice

Contracts and policies

Penalties for non-compliance

Overview UAE


Positive discrimination for Emiratis, followed by Arab nationals

Expatriate employees are only permitted to work in UAE where:

– There is no registered unemployed national capable of performing the job; and

– Where he/she has requisite skills or educational qualification

– In practice, not often followed

Must be sponsored by an entity established in UAE

Residence visa and work permit

UAE hiring


Emiratisation

Banking/insurance employ UAE nationals as a percentage of their workforces

Requirement for PRO to be UAE national or GCC national and HR manager to be UAE national

Emiratisation requirements not currently applicable in free zones

UAE Vision 2021 National Agenda: to increase employment of UAE nationals in private sector tenfold

2017 changes:

– 1000+ employees – must register with MOHRE's electronic system, Tas'heel and employ 2 Emirati data processing officers

– Construction or industrial sector with 500+ employees – must employ an Emirati as an occupational H&S officer

– Certain organizations can be upgraded a classification level if they meet certain Emiratisation levels

Nationalisation in UAE


Tawteen: a new Emiratisation scheme introduced December 2016:

– Requires certain roles to be advertised to potentially suitable UAE national applicants before foreign workers

– UAE nationals register on an online portal for private sector vacancies

– Selected companies must advertise vacancies this way (currently employers with 80 or more employees)

– Once advertised, role remains open for 5 days, after which an employer may reject (providing reasons) or invite an applicant to interview

New secretaries should be employed using government systems so UAE nationals will be recommended for the role

No particular sector/industry is being targeted

Non-compliant companies face a block on their ability to hire candidates

Nationalisation in UAE – Tawteen


No official requirement to interview every jobseeker who matches the relevant job posting; however, at least some of the jobseekers should be interviewed if there are a high number of matches

Rejections likely to be monitored by MOHRE

Emiratisation Club introduced as an incentive to compliance

''Red Carpet'' services available through Emiratisation Club

– Higher points lead to greater benefits

Points awarded according to different categories (different categories have different weightings):

– Employment (50%)

– Training (20%)

– Flexible working arrangements (10%)

– Senior management incentives (10%)

– Work environment (10%)

Nationalisation in UAE – Tawteen

Key terms

Immigration contract

Employment offer –

onshore "MOL"

contracts

Use of supplemental

contracts

Alterations/

substitutions/

removals?

Enforceable? Lodged with the authorities? Notice periods?

Offer letter will be legally binding and must be issued before pre-approval can be obtained and must be filed with MOL

Onshore or Free Zone? Fixed or unlimited? New MOL contract applies to

all new employees and to existing employees on renewal

Incorporating supplemental terms?

What will happen if terms agreed between parties are not approved?

Onshore –only if benefits employee and approved by MOL

UAE contracts of employment


Maximum hours of 8 hours a day, 48 hours a week over a 6 day week

– Reduced during Ramadan

1 hour break for rest, meal and prayer (for every 5 hours)

Overtime:

– Paid at a rate of 125% of wage or 150% if between 9pm – 4am

– Friday: entitled to 150% of normal wage or a substitute rest day

– Maximum overtime 2 hours a day

– Overtime does not apply to senior executive, managerial or supervisory positions having powers of employer over employees

Implications of failure to pay correctly

– Fines

– Immigration issues for applications for new / renewed work permits

UAE working time


Fixed term contract versus unlimited term contract? – "Indemnites" onshore

Article 120

– Where employment terminated for an Article 120 reason, employee is not entitled to receive notice or end of service gratuity payment

– Limited to the 10 offences under Article 120

Termination of UAE nationals

Retirement (?)

Payments on termination

– Salary and benefits up to termination date

– Notice or pay in lieu of notice (unless Article 120 dismissal)

– End of service gratuity (unless Article 120 dismissal)

– Pay in lieu of accrued but untaken holiday

– Flight cost to country of hire

– Other repatriation costs where part of contractual terms

UAE termination considerations


Severance payment

21 days' basic salary for first 5 years service and 30 days' basic salary thereafter; reduced if employee resigns. Capped at 2 years' pay. No eligibility for statutory misconduct offences. Commission and bonus payments included?

Contracting out

Discretionary company pension scheme or savings fund in lieu of statutory severance payment

Transferring employment

eg, on an M&A deal

UAE and GCCNationals

Pension entitlement

Cap/end of service gratuity?

Penalties and interest for late payment

UAE End of Service Gratuity (ESOG)


UAE protecting confidential information

Difficulties with

enforcement

No injunctions

Damages only

Effective remedy /

proof

Alternatives Alternatives possible: liquidated damages clauses

Flexing visa status / bans

Letters before action / Notarial Notice


Restructuring: business shut down or acquisitions

Outsourcing problematic: can only work for an "employer" + cultural issues

Employees not given specific protection against dismissal on business transfer

Employee consultation / consent not required for major transactions, howeverindividual consent is needed

No statutory automatic transfer principle (no equivalent to TUPE / ARD type transfers on outsourcings / asset sales)

– Employees' consent to re-hire

– Treatment of accrued benefits, including severance payment and practical mechanisms to contract out

– Employer needs to cancel contracts / work permissions and reapply

UAE business reorganisations


No statutory redundancy

However contracts remain in force and service deemed continuous (Article126):

– Joint liability between old and new employers for 6 months

– Afterwards, new employer liable

Share purchase: business as usual

Consider implication of free zone regulations

– May be issues working outside free zone

– Some free zones have to give prior written approval

Risks

– Arbitrary dismissal awards (equivalent to 3 months' remuneration in UAE)

Termination costs (including notice period and EOSG)

UAE business reorganisations


Islamic -Sharia Law is

applied

Female employees

Female drivers

No mixing allowed unless for meetings

Inspections

Saudi Arabia: overview: the employment & labour landscape, Sharia law and the local culture


Expatriate employees must have work visa and work permit

Employers sponsor expat employees:

– Expats only allowed to work with sponsor employers

– Employer pays any recruitment fees of non-Saudi workers, residence permits and work permit fees

– Sponsor also pays for renewals

Limitations of business visit visas

Medical insurance for full hires

GOSI contribution

Saudi Arabia: hiring


Nitaqat: increased employment participation of Saudi nationals in privatesector

Dependent on size and category of company

Calculation of Saudisation percentages

Saudi Arabia Ministry of Labour and Social Development (MLSD) recentlyannounced a new Saudisation percentage in relation to the nationalisation orNitaqat system

New percentages show a rapid increase in the minimum requirements in theprivate sector

Increases in Saudisation percentages vary between sectors and depend onthe entity's activities and number of employees

Saudi employees are not counted for the Nitaqat until 6 months have elapsedfrom registration

Saudi Arabia: recruitment: Saudisation and Nitaqat system


Saudi Arabia: recruitment: Saudisation and Nitaqat system

Entity classifications

(number of employees)

Medium A

(50 to 99)

Mega (more than

3,000)

Large

(500 to 2,999)

Medium C (200 to

499)

Medium B

(100 to 199)

Small B (6 to 49)


Limited term contracts

– Duration

– Notice period

– Non-Saudi nationals must be on limited, fixed term contracts (Article 37)

– Automatic conversation from limited to unlimited term if:

– Saudi national is engaged in 3 consecutive fixed term contracts or if continuous employment reaches 4 years (Article 55) and

– Both parties continue to perform the contract

Unlimited term contracts

– Notice period should not be less than 60 days

Temporary labor options / independent contractors

Saudi Arabia: employment status: options


MOL standard template

• Difficult to use your own handbook

• Translated into Arabic• MOL requirements: use

template contract

Approved by MOL

• What is the process? • How long does it take? • Reliance on its provisions

Internal regulations must be produced by

all employers

Saudi Arabia: employment contracts and policies


Previously contract had to include certain information

Amendments:

– Contract must include: wage, job description, place of work and duration

– Parties may agree to include further provisions

– Payment shall be done via local banks

Arabic take precedence; dual language should be used

Probationary period: max increased from 3 to 6 months (with consent); second probation is permitted for new professions

Work insurance compensation:

– Expats: 2%

– Saudi nationals: 22%

Social insurance (employee and employer contribution)

Saudi Arabia: employment contracts


Previous law: entities with 50 or more employees and 6% of the total number of employees (Saudi employees)

New amendments:

– Entities with 50 or more employees

– 12% of the total number of the employees (Saudi employees)

– Studying expenses are considered

– Service certificate: prohibition on including anything that may harm employee's reputation or reduce their employment opportunities

– Previously permitted with explanation

Saudi Arabia: training and service certificates


Maximum working hours

– Daily or weekly limit

– Shift workers

– Ramadan hours

– Hours: total permitted at work place increased from 11 to 12 per day

Overtime requirements

– Restrictions on overtime

– Rates for overtime: 50% increment for all overtime (ie, 150% basic)

Exceptions and carve-out for senior employees

Saudi Arabia: working time and overtime


Annual leave

Maternity leave: new entitlement to additional 1 month's unpaid leave, and leave may now be taken from 4 weeks before delivery date

– Total is 10 weeks full paid leave

– Additional 1 month's paid leave for female employee who gives birth to ill / disabled baby (full paid)

– May be extended for 1 month (unpaid)

Public holidays

– Working on public holidays

– Avoid non-essential business travel during Eid

Other leave includes compassionate leave for Muslim women whose spouse dies for full Iddah period of 4 months and 10 days

Saudi Arabia: vacation and leaves


WPS (wages protection system) now in place for employers in Saudi

Can cause issues where employee wants to be paid "at home"

Penalties for non-compliance include fines of SAR 3,000 per employee and blocking of employer's online account

Saudi Arabia: pay and benefits


Certain roles reserved for Saudi nationals only:

– Applies regardless of the company's Saudisation quota and size

No discrimination rules comparable to European jurisdictions

Sexual orientation issues socially sensitive

Rules for finding suitable alternative roles after an injury/illness

Positive discrimination for local nationals for roles

Saudi Arabia: equality legislation


Valid reasons for disciplinary action: Article 80, performance, misconduct, others?

– Notice/end of service gratuity due?

– Process

– Penalties

Unauthorised absences: termination permitted after 15 consecutive or 30 aggregate days

Redundancy: now recognised for closing establishment or terminating employee's business activity

Notice: increased for unlimited contracts from 30 to 60 days (monthly paid) and 15 to 30 days (all other employees) and provision for payment in lieu of notice

Compensation: may be agreed for unlawful termination. Default of 15 days' pay per year of service (unlimited contracts) or pay for residual period (fixed term contracts) with minimum of 2 months' pay

Time off: new entitlement to paid leave to look for alternative employment for one full day / 8 hours per week during notice period

Saudi Arabia: disciplinary action/terminations


No specific requirements

Seek advice on current practice

Restrictions on collective redundancies of Saudi nationals:

– Prior approval from the labour authorities for collectively dismissing

– Applies to mega, big and medium companies

– Exceeding greater of either:

– An aggregate of 1% of the total number of workers at the company, or

– An aggregate of 10 workers

Saudi Arabia: termination of Saudi nationals


Labour violations:

– Fines: maximum fines increased from SR 30,000 to SR 100,000 to be multiplied by number of employees in respect of whom violation is committed

– Fines to be transferred to HRDF account

– Closure of the establishment: for maximum of 30 days or permanently

– Time limits: where violation is not rectified within specified period it will be considered a new violation

– Inspectors: MOL may now engage a third party (inspection company)

Whistleblowing: reward of up to 25% of collected fine imposed by MoL to those who assist in detection of Labour Law violations

Saudi Arabia: employment contracts: violations and whistleblowing


No automatic transfers on outsourcings / asset sales

– Therefore employer needs to cancel contracts / work permissions and reapply

Provide for joint liability (buyer and seller) for employment payments where there is a change of ownership on a merger BUT

– This only applies to "establishments" ie, not companies

Share purchase: business as usual

– Continuity: no change of role for employees

Saudi Arabia: business transfers



INTERNATIONAL EMPLOYMENT CONFERENCE UK: KEY ISSUES AND TRENDS




Legal Director

UK

Emma Mills

Speaker


Statutory employment

laws

Contracts and policies

Unfair dismissal

DiscriminationFamily friendly

rightsWhistleblowing

Collective employee relations

Overview UK


Notice

Statutory / contractual

Wrongful dismissal

Termination of employment


Qualifying service – 2 years

Potentially fair reasons for dismissal:

– Conduct

– Capability

– Redundancy

– Illegality

– Some other substantial reason

Dismissal reasonable in the circumstances – importance of procedure

Compensation

– Basic award – up to £15,240

– Compensatory award – up to lesser of 52 weeks' pay and £83,682

Unfair dismissal


Age

Disability

Gender reassignment

Marriage/civil partnership

Race

Religion or belief

Sex

Sexual orientation

Discrimination


Maternity leave

Paternity leave

Shared parental

leave

Parental leave

Flexible working

Emergency time off for dependents

Family friendly rights


Employees have the right not to be dismissed/suffer a detriment due to “blowing the whistle” – making a protected disclosure

Qualifying disclosure: the information disclosed must, in the reasonable belief of the worker, be in the public interest and tend to show that one of following has occurred, is occurring or is likely to occur:

– A criminal offence

– Breach of any legal obligation

– Miscarriage of justice

– Danger to the health and safety of any individual

– Damage to the environment

– The deliberate concealing of information about any of the above

Unlimited compensation

Whistleblowing


Collective employee relations

Trade unions have limited role outside of key sectors –but increased activity where they have a role

No national works councils – at least not like our European neighbours

European Works Councils – future after Brexit?

Information and consultation about business transfers and collective redundancies


1. Dealing with allegations of sexual harassment in a post #MeToo world

2. Focus on diversity including gender pay gap reporting v.2.0 (and proposals for a tighter regime)

3. Significant increase in national minimum wage enforcement action

4. Continuing uncertainty on employment status and what happens next

5. Impact of mental health issues in the workplace

6. Increase in number of employment tribunal claims

7. Focus on employee data privacy issues following GDPR

Key issues and trends in UK employment law



INTERNATIONAL EMPLOYMENT CONFERENCE US: KEY ISSUES AND TRENDS




Partner, US

Brian Kaplan

Partner, US

Joe Guarino

Speakers


Continued impact of #MeToo

Class action waivers (Epic Systems)

Employee/independent contractor misclassification (Dynamex)

Joint employer (Domino’s)

State-level non-compete reform

Recent US legislation trends (pay equity/transparency; paid leave)

Challenges of evolving workplace reasonable accommodations (medical marijuana)

Key issues and trends


State and local laws

Eg, New York state, certain provisions effective October 9, 2018

(i) Expands protections to non-employees, including contractors, subcontractors, vendors, consultants, and other persons providing services pursuant to a contract

(ii) Prohibits the use of non-disclosure (confidentiality) provisions in agreements settling claims of sexual harassment, unless included at the “complainant’s preference”

(iii) Requires employers to adopt mandatory, interactive sexual harassment training program (effective Oct, 9, 2019) for all employees who work in NY

• On an annual basis and within 30 days of hire for new hires

• Applies even to employees who work in NY for a modest amount of time

(iv) Sets out model standards to meet for anti-sexual harassment policy (including complaint form and information about rights of redress in administrative and judicial proceedings)

(v) Prohibits employers from requiring individuals to arbitrate claims of sexual harassment

• May be preempted by FAA



Federal law

• The Tax Cuts and Jobs Act of 2017 amended the US tax code to prohibit companies from deducting the costs related to sexual assault and sexual harassment settlements that are subject to nondisclosure agreements

• Cost of settlement + attorneys’ fees

• FAA likely to preempt portions of state laws prohibiting mandatory arbitration given strong public policy in favor of enforcing arbitration agreements

What we are seeing:

• Focus on independent investigations

• Enhanced “cause” provisions in senior executive agreements

• Increased focus on transparency – (reps and warranties [‘Weinstein clauses’] in M&A agreements, lending agreements)

• Covenants in agreements – (“no portion of the settlement amount shall be attributable to employee’s sexual harassment claims,” “at the complainant’s preference”)

• Rethinking who and how to train



CLASS ACTIONS

Background:

– Proliferation of employee lawsuits, including wage and hour class and collective actions.

– Many employers have turned to mandatory, individual arbitration agreements to resolve employment disputes.

– Issue: can employees be required to waive right to bring claims collectively as a class action?

Class action waivers


Recent U.S. Supreme Court Decision: Epic Systems Corp. v. Lewis (2018)

– Holding:

– The Federal Arbitration Act (FAA) protects and enforces arbitration agreements that require individualized proceedings

– Class action waivers do not violate right to “concerted activity” under NLRA

– Significance: Class action waivers had previously been held unenforceable in certain US jurisdictions; holding ensures uniform enforceability in all states, permits employers to limit disputes to individualized claims and avoid costly class actions; may deter plaintiffs’ counsel

What we are seeing:

– Review arbitration provisions to ensure they are otherwise enforceable

– Consider whether to retain opt-out clauses

– If you do not have one already, consider implementing arbitration program

– Intersection with EE/IC misclassification cases (response to Dynamex, ABC test)

Class action waivers


Challenge: disparate tests applied by different levels of government

– Federal (FLSA, minimum wage, overtime, other labor claims)

– State (wage laws, unemployment insurance)

– Multi-factor “right to control” tests – behavioral control; financial control; type of relationship

– “Economic realities” balancing tests – is worker economically dependent on the business to which he/she renders services

– Until recently, win some/lose some

Employees vs. independent contractors:


Case study: Dynamex (CA SCT 2018)

– Alleged misclassification of delivery drivers

– Adoption of “A B C” test –

– Worker is PRESUMED an employee UNLESS:A. Free from direction and control (or appearance of direction and

control, eg, under contract) ANDB. Performs work outside the usual course of the hiring entity’s

business ANDC. Customarily engaged in an independently established trade,

occupation, profession, or business

Next up: fights over retroactive application; different tests, different claims

Ways to mitigate risk: legislative efforts; businesses to adjust; mandatory arbitration and class action waivers

Employees vs. independent contractors:


The NLRB proposed a rule in mid-September revamping its test for determining joint employment.

– A business would be deemed a joint employer of another company’s workers only if it controls the “essential terms and conditions” of their employment, such as hiring, firing, discipline and supervision

– Control must be “substantial, direct and immediate” rather than “limited and routine”

– Under existing (Browning-Ferris) test, businesses could be found to be joint employers even when a company has only “indirect” control over another company's workers

– Comment period extended until December 13, 2018

The DOL expected to put out a draft rule in December to clarify when two businesses are joint employers under the Fair Labor Standards Act.

Joint employer update


Case study: Domino’s Pizza (SDNY 2018)

– In three consolidated actions, employees of more than 30 franchisees who purported to represent a class and collective of other franchisee employees asserted wage and hour violations against the franchisees and Domino’s, which they claim was liable as a joint employer.

– Prior to discovery, Domino’s moved to bifurcate the actions to address the joint employer issue before broader class and merits discovery, which motion was granted.

– Following discovery limited to the joint employer claims, on October 1, 2018, Judge Nathan of the Southern District of New York granted summary judgment in favor of Domino’s.

– Believed to be the first summary judgment decision in the Second Circuit to address joint employer issue in franchisor/franchisee context.

Joint employer update


In recent years, the White House and U.S. Department of Treasury analyzed the use of restrictive covenants across the country and provided state legislatures with specific best-practice policy objectives aimed at curbing the misuse and overuse of restrictive covenants.

These policy objectives focused on three potential areas of reform:

1) Banning non-competes for certain categories of workers (such as workers in public health and safety, low-wage earners and workers laid off or terminated for cause);

2) Improving the transparency and fairness of non-competes (through notice or consideration provisions or regulating the timing of execution); and

3) Encouraging employers to draft enforceable agreements through the adoption of the “red pencil” doctrine (throwing out the entire covenant).

Numerous states have passed non-compete reforms over past 18 months, including California, Colorado, Idaho, Illinois, Massachusetts, Nevada, New Mexico, Oregon and Utah. New York Attorney General recently issued guidance on non-competes.



Eg, Massachusetts: Effective October 1, 2018, the new law requires that:

o Non-compete restrictions cannot exceed one year in duration.

o Employers must provide payment of “garden leave” or some “other mutually agreed upon consideration” during the restricted period; minimum amount is “at least 50% of the employee’s highest annualized base salary within the 2 years preceding the employee’s termination” on a pro-rata basis.

o Non-competes may not be enforced against: (1) employees who are nonexempt under the Fair Labor Standards Act; (2) undergraduate or graduate students in a short-term employment relationship; (3) employees laid off or terminated without cause as the term “cause” is defined in their employment agreement; and (4) employees under the age of 18.

o Non-compete agreements signed after commencement of employment be “supported by fair and reasonable consideration independent from the continuation of employment.”

o The new law defines a reasonable geographic scope as the areas in which the employee “during any time within the last 2 years of employment, provided services or had a material presence or influence.”

Eg, California: non-compete provisions generally have not enforceable under CA state law for some time (with limited exceptions, eg, sale of business)

– For contracts entered into after January 1, 2017, non-California choice of forum or choice of law provisions are prohibited for individuals that work or reside in California, unless they are represented by counsel.



Pay equity & transparency

Almost all states have equal pay laws on the books, but states and cities been updating their pay equity laws to strengthen their impact

Eg, New Jersey Pay Equity Law (Effective July 1, 2018)

– Extends concept of equal pay for “equal work” to cover employees “performing substantially similar work, when viewed as a composite of skill, effort and responsibility,” with some enumerated exceptions

– Extends beyond gender to make it unlawful to pay an employee who is a member of any protected class under NJ’s Law Against Discrimination less than other employees

– Employer may pay a different rate of compensation if the employer demonstrates differential is based one or more legitimate, bona fide factors other than the characteristics of members of the protected class, such as training, education or experience; prohibits employers from reducing the pay of an employee to comply with the new law

– Law extends SOL to 6 years and allows courts to award treble damages

Recent U.S. legislation trends


Pay equity & transparency

Several states and cities have passed legislation:

– Eg, New York City prohibits inquiries into job applicants’ salary history

– Concept is to stop perpetuating historic pay discrimination– Exceptions: OK to discuss future salary expectations; and whether the

job applicant might be at risk of forfeiting deferred compensation or unvested equity

– Eg, New Jersey and other jurisdictions prohibit retaliation against employees for discussing their pay with others (another employee, lawyer, government agency)

– Broad confidentiality provisions have been subject of great interest of government agencies such as SEC and NLRB in recent years



Paid leave

Federal Family and Medical Leave law provides for unpaid leave for serious health conditions or following birth, adoption or foster placement of a child– Many U.S. employers voluntarily provide paid parental leave– Vacation and PTO policies typically provided at employer’s discretion

Many states and cities have filled in the statutory gaps, providing minimum levels of paid family and sick leave; often creates overlapping (and confusing) framework

– Eg, New York state (effective January 1, 2018): Employees eligible for 8 weeks paid leave for: (1) the birth, adoption or foster placement of a child, (2) to care for certain family members with serious health conditions, or (3) obligations arising out of family member’s active military duty.

Benefits will increase yearly until 2021 when employees will be eligible for 12 weeks paid leave.

Other state laws [eg, California, New Jersey]



Issue #1: Under federal law (ADA) and most state/local laws, employers need to make reasonable accommodations for employees to permit them to perform the essential functions of the job

Issue #2: Medical marijuana is legal in 30 states and Washington, D.C., but illegal under federal law

Case study: Cotto v. Ardagh Glass Packing, Inc. (DNJ 2018)

– Facts: Employee injured on job, medically treated, and sent for drug/alcohol test. Employee was using medical marijuana to treat back injury, so he couldn’t pass the test. Employer suspended him. Employee brought claims of discrimination based on disability, retaliation, and failure to accommodate, arguing that his use of medical marijuana required his employer to waive its drug testing requirement.

– Holding:

– An employer need not accommodate medical marijuana use by waiving drug test

– Employee who refused to take drug test failed to show he could perform essential functions of job

– Refusal to take drug test is not protected under NJ law

Challenges of evolving workplace reasonable accommodations (medical marijuana)

INTERNATIONAL EMPLOYMENT CONFERENCE


Speaker Biographies

International Employment Conference Speaker Biographies DLA Piper

CONTENTS Dr Kai Bodenstedt LL.M. ________________________________________________________________ 1

Johnny Choi __________________________________________________________________________ 2

Neil Crossley _________________________________________________________________________ 3

Philippe Danesi _______________________________________________________________________ 4

Joseph D. Guarino _____________________________________________________________________ 5

Brian S. Kaplan _______________________________________________________________________ 6

Ute Krudewagen ______________________________________________________________________ 7

Tim Marshall __________________________________________________________________________ 9

Emma Mills__________________________________________________________________________ 10

Keiji Nasuda _________________________________________________________________________ 11

DLA Piper is a global law firm operating through various separate and distinct legal entities. Attorney Advertising.

©2018 DLA Piper LLP (US)

International Employment Conference Speaker Biographies DLA Piper 1

Dr Kai Bodenstedt LL.M. Partner

Head of Employment - Germany

[email protected]

Jungfernstieg 7, Hamburg, 20354, Germany

T: +49 40 188 88 158 F: +49 40 188 88 111 M: +49 172 24 95 904

Dr Kai Bodenstedt focuses on providing legal advice to

international corporate clients on all aspects of employment

and labour related projects and disputes.

Kai has particular expertise in advising international companies

in dealing with works councils (local works councils and

European Works Councils). He has gained experience in

representing employers at high profile cases in reconciliation

boards to negotiate on consultation obligations towards works

councils and at labour courts in both works-council and

individual employment law related issues at local and higher

labour courts and at the Federal Labour Court.

Kai heads the German Employment group of DLA Piper.

RECOGNITIONS

Kai is identified as a frequently recommended lawyer by JUVE

and competitors / clients describe him in JUVE's handbook as

"highly efficient, pragmatic and with in-depth legal knowledge"

(JUVE handbook 2015 /16) and as "pragmatic and with

excellent technical legal skill" (JUVE handbook 2016/17).

Clients have said that "Kai is fantastic - his advice is practical,

strategic and extremely helpful. He is a rockstar!"

CREDENTIALS

Education

First state exam Johann-Wolfgang

Goethe Universität, Frankfurt am Main

Second state exam Higher Regional

Court of Hamburg

Dr. jur. (Bucerius Law School,

Hamburg)

Certified Specialist for Labor Law:

Hamburg Bar; LL.M.

Professional Qualifications

Rechtsanwalt admitted with

Hanseatische Rechtsanwaltskammer

Hamburg

Languages

German

English


Johnny Choi Partner

Head of Employment, China

[email protected]

20th Floor, South Tower, Beijing Kerry Center, No. 1 Guanghua Road , Chaoyang District,

Beijing, 100020, China

T: +86 10 8520 0709 M: +86 1501 1373 534

Johnny Choi supports multinational clients on all types of

employment legal matters, including employee contracts,

remuneration, data privacy, layoffs, employee IP infringements

and ethical violations.

Johnny regularly advises multinational clients at senior

management level on employee disputes. He has successfully

defended a number of global technology companies against IP

theft by staff, and advised on related data privacy issues. He

also supports various clients on highly contentious removal of

company executives, and large-scale redundancies.

Recently, Johnny has advised life science companies and

airlines on investigations into serious employee misconduct or

corruption. He also advises financial institutions and retail

companies on the design and implementation of employee

compensation and incentive schemes.

RECOGNITIONS

Johnny has been recognised by Chambers Asia Pacific for his PRC employment expertise

consistently since 2013.

CREDENTIALS

Education

University of New South Wales,

B.Comm/LLB, 2005

College of Law, NSW, 2006


Solicitor of the Supreme Court of New

South Wales

Languages

English

Chinese (Cantonese)

Chinese (Mandarin)


Neil Crossley Partner

Practice Group Head - Employment

[email protected]

PO Box 121662, Level 9, Standard Chartered Tower, Downtown, Dubai, United Arab

Emirates

T: +971 4 438 6345 F: +971 4 438 6101 M: +971 505 545 987

Neil Crossley is highly rated for his contentious and non-

contentious employment work. He is highly experienced in

restructuring and outsourcing matters, in addition to bonus

issues, TUPE and employment class actions.

Neil has worked in the region since 2008. He trained with the

firm and qualified into the group in 1995 in the London office.

Neil was promoted to partner in 2005 and has broad

knowledge in all areas of employment law.

RECOGNITIONS

Neil is listed as Tier 1 for Employment in the UAE Chambers

directory 2013.

CREDENTIALS

Education

Magdalene College, Cambridge, BA

(Hons), 1991

Magdalene College, Cambridge, MA

Law, 1995


Solicitor of the Senior Courts of

England and Wales


Philippe Danesi Partner

[email protected]

27 rue Laffitte, 75009 Paris, France

T: +33 (0)1 40 15 24 23 F: +33 (0)1 40 15 24 02 M: +33 (0)6 07 48 01 88

Philippe Danesi is involved in all aspects of employment law.

He has a broad experience in assisting companies in dealing

with the employment aspects of complex restructuring

operations and related litigations.

He has a specific experience negotiating and implementing

social plans, outsourcing, transfer of personnel, cross-border

transactions as well as in negotiating and implementing

working time strategies and collective bargaining agreements.

He handles collective issues and litigation involving unions and

staff representatives before labour, civil, criminal and

administrative courts in France.

Philippe is Location Head of Employment for DLA Piper in

France.

RECOGNITIONS

Philippe is "recommended" year after year in Chambers &

Partners which states warm feedback from clients: "He is available and proactive, more like a

business partner than a legal adviser. His recommendations are always practical. "Clients "trust him"

[…], "enthusiastically praise him as practical, responsive and top choice for complex issues -

Chambers Europe 2013.

CREDENTIALS

Education

University of Paris XII Paris-Diderot,

Master's degree (DESS) in business

law

Admissions

Paris


Avocat admitted to the Paris Bar

Languages

English

French


Joseph D. Guarino Partner

[email protected]

51 John F. Kennedy Parkway, Suite 120, Short Hills, New Jersey, 07078-2704, United

States

T: +1 973 520 2569 F: +1 973 520 2577

Joe Guarino manages a diverse practice with a specific

emphasis on litigation and counseling clients on labor and

employment, complex commercial, commercial real estate,

transactional disputes, corporate compliance, global data

privacy infrastructure and implementation, and regulatory

matters.

Joe's clients have a national and worldwide presence. He

represents publicly traded companies and has considerable

experience with private equity and venture capital firms,

broker-dealers, hedge funds, entrepreneurs and emerging

growth businesses.

Joe is regularly turned to for high profile matters and as an

adviser on virtually all aspects of his client's businesses.

The breadth of Joe's experience includes litigating restrictive covenant matters involving

noncompetition, non-solicitation and trade secret claims, corporate raiding cases, whistleblower and

discrimination matters, commercial real estate disputes, securities class actions, contract litigation,

and fraud claims arising out of Ponzi schemes. He also has considerable experience in Fair Labor

Standards Act and Independent Contractor Misclassification Class Actions.

Joe also assists companies with managing a global workforce and regularly counsels clients with

issues arising out of international workforce restructuring, compliance with US and foreign laws,

executive agreements, independent contractor and classification issues, workplace investigations,

disability accommodations, hiring and firing, medical leaves, policies and procedures, employee theft

and background checks.

RECOGNITIONS

The respected research firm, Chambers & Partners, has recognized Joe in Chambers USA for 2016

and 2017.

CREDENTIALS

Education

Seton Hall University School of Law

(1996) J.D., magna cum laude

University of Scranton (1990) B.A., cum

laude

Admissions

New Jersey


Brian S. Kaplan Partner

Chair, US Employment practice

Co-Chair, Global Employment practice

[email protected]

1251 Avenue of the Americas, New York, New York, 10020-1104, United States

T: +1 212 335 4515 F: +1 917 778 8614

Brian Kaplan has more than two decades of experience

representing employers and prominent senior executives in all

aspects of employment-related litigation before federal and

state courts, administrative agencies and arbitration panels.

His litigation experience includes defense of claims of

employment discrimination, retaliation and harassment, as well

as claims brought pursuant to the Fair Labor Standards Act

and state and local wage and hour laws; disputes involving the

enforcement of employment contracts and non-competition

covenants; and tort claims such as fraud, breach of fiduciary

duty, tortious interference and defamation. Brian also advises

clients on a broad variety of subjects, including: employee

performance management, terminations and other disciplinary

actions; employment, consulting and separation agreements;

investigations of alleged harassment and other employee misconduct; employment policies and

practices, including compliance with federal and state laws relating to wage and hour practices, leaves

of absence and reasonable accommodations; reductions in force; and litigation avoidance.

RECOGNITIONS

Brian has been selected as one of The Best Lawyers in America in 2013, 2014, 2015, 2016 and 2017

in the area of Litigation - Labor & Employment; listed among New York Metro Super Lawyers in 2013,

2014, 2015, 2016 and 2017; recognized by Legal 500 as a leading litigator in the Labor and

Employment Disputes category; and recognized as a Top-Rated, AV Preeminent Lawyer in Labor &

Employment by American Lawyer Media and Martindale-Hubbell.

For more information, pursuant to New Jersey Lawyer Advertising guidance, please click here.

CREDENTIALS

Education

Harvard Law School J.D.

University of Pennsylvania B.S.

magna cum laude

Benjamin Franklin Scholar

General Honors Program

Admissions

New Jersey

New York


Ute Krudewagen Partner

Co-Chair, International Labor and Employment practice

[email protected]

2000 University Avenue, East Palo Alto, California, 94303-2214, United States

T: +1 650 833 2245 F: +1 650 687 1245 M: +1 650 521 4103

Ute Krudewagen focuses on providing multinational companies

with solutions to the challenges presented in managing a

global workforce. In addition, she counsels companies on

employment issues triggered by cross-border transactions.

Ute advises international and cross-border clients on a broad

range of complex global employment matters, serving as

trusted advisor and managing international counsel for a broad

range of multijurisdictional and multidisciplinary projects. Her

vast experience includes advising on global background

checks, employment and independent contractor agreements,

discrimination and harassment claims, social media issues,

global policies and procedures, non-compete and proprietary

information agreements, works council and union issues,

codes of conduct and social responsibility, workplace privacy,

employee assignments and global mobility programs, global

reductions in force, restructurings and severance and retention

plans.

Ute also counsels global employers on the issues associated with transactions, including cross-border

mergers and acquisitions, outsourcing, post-acquisition integrations and tax restructurings. She has

successfully addressed employment issues in transactions with workforces in more than 60

jurisdictions in one transaction, with deal values ranging from US$2 million to US$8 billion, including

negotiation and drafting of the deal agreement, employee transfers, consultations with unions and

works councils, benefits harmonization, interim operating models and acquisition-related downsizings.

Her experience includes advising both emerging growth companies and Fortune 500 companies

across a wide spectrum of industries and jurisdictions across the globe, including technology/software,

fashion/retail, pharmaceuticals, life sciences, energy, manufacturing and distribution, energy, as well

as banking and finance.

RECOGNITIONS

In 2018, Ute was named to the Daily Journal's list of "Top California Labor and Employment Lawyers,"

an award given annually to 75 California-based attorneys for their contributions to the law and the

community. In 2015, she was selected by the Silicon Valley Business Journal among its "Women of

CREDENTIALS

Education

University of California at Berkeley

LL.M.

University of Cologne J.D.

University of Cologne Dr. iur., summa

cum laude

Admissions

California

New York

Languages

German


Influence." This honor recognizes the top 100 women in the region with various backgrounds who are

making an impact in the local business community. Ute was also named to the Daily Journal's 2013

list of "Top Women Lawyers," which recognizes the top 100 female lawyers in California. She has also

been recognized as one of Northern California's Outstanding Young Lawyers by Top Attorneys and

named as a Rising Star by Super Lawyers of Northern California (2011, 2012 and 2013).

PRO BONO

Ute Krudewagen is a member of the DLA Piper North American Pro Bono Committee. She is actively

engaged in various pro bono matters in the areas of asylum and special education, among others and

represents several NGOs in their global employment matters. She is also a volunteer baker for

Cake4Kids.


Tim Marshall Partner

Co-Chair, Global Employment practice

[email protected]

160 Aldersgate Street, London, EC1A 4HT, United Kingdom

T: +44 (0)20 7796 6617 F: +44 (0)20 7153 7706 M: +44 (0)7971 142 248

Tim Marshall is experienced in all areas or employment law,

including senior executive restraint, team poaching and

confidentiality issues.

Tim also advises on the employment aspects of mergers and

acquisitions including large-scale restructuring programmes,

and contract variation exercises. Tim provides strategic advice

on boardroom disputes and has been involved in numerous

high-profile cases involving City of London institutions.

Tim is joint global head of the firm's Employment group. The

group consists of over 300 lawyers globally with resources

across Europe, Middle East, Asia-Pacific and Americas. The team is one of the largest in the world

and focuses on the strategic aims of clients in the management and reorganisation of their people

resources with extensive experience in handling complex, politically sensitive employment-related

matters, including multi-jurisdictional employment related projects.

PUBLICATIONS

Tim is the author of Chancery's Employment Insolvency Handbook.

PRESENTATIONS AND SEMINARS

Tim is a regular conference lecturer on all aspects of employment law.

CREDENTIALS

Education

University: London Guildhall University,

LLB, Business Law


Solicitor of the Senior Courts of

England and Wales


Emma Mills Legal Director

[email protected]

1 St. Peter's Square, Manchester, M2 3DE, United Kingdom

T: +44 (0)161 235 4026 F: +44 (0) 161 235 4111 M: +44 (0)7799 772 164

Emma Mills advises clients on contentious and non-

contentious issues arising from all stages of the employment

relationship across a range of sectors including technology,

financial services, retail and manufacturing.

Emma regularly advises her clients on large-scale projects

including restructures and redundancies, contract variations

and outsourcing/insourcing arrangements. Emma has

particular experience of international projects and has spent

time on secondment with an multi-national technology

company based in the United States.

Emma also has significant litigation experience and represents her clients in the full range of

Employment Tribunal disputes as well as High Court litigation involving high value breach of contract

claims and applications for injunctive relief.

PRESENTATIONS AND SEMINARS

Emma regularly presents seminars to clients and external contacts and provides comment to the

media on developments in employment law.

CREDENTIALS

Education

Manchester University, LLB (Hons)

English Law and French Law, 2000

College of Law, Chester, Legal Practice

Course, 2001


Keiji Nasuda Senior Associate

[email protected]

Meiji Seimei Kan 7F , 2-1-1 Marunouchi, Chiyoda-ku, Tokyo, 100-0005, Japan

T: +81 3 4550 6417 F: +81 3 4550 2801

Keiji Nasuda focuses his practice on handling highly complex

labor disputes including high-level collective bargaining with

labor unions and representing companies in unfair labor

practice claims, injunctions, litigation and labor tribunal cases,

investigations, M&A related employment work such as post-

merger integration, employee transfers and reductions in force.

Keiji's experience covers a wide variety of contentious

employment matters for many leading multinationals with

respect to employee terminations and severances, disciplinary

actions, enforcement of post-employment non-compete

covenants, harassment cases and employee performance

management.

In addition, Keiji handles employment regulatory/licensing

issues including complicated "disguised" outsourcing issues

and negotiations with labor authorities, other worker

dispatching matters and pensions and benefits. Keiji also

regularly provides bespoke seminars for clients on various

labor related topics.

Moreover, he handles corporate matters including advising clients with respect to joint ventures,

shareholder squeeze-outs, share purchase agreements and other general corporate matters as well

as entertainment matters such as advising on media buying agreements, talent management

agreements and movie endorsement agreements.

CREDENTIALS

Education

Columbia Law School LL.M. (Harlan

Fiske Stone Scholar), 2018

University of Nagoya Law School, J.D.,

2008

Ritsumeikan University, Faculty of Law

(Withdrew to enter Nagoya University

J.D. program early), 2005


Bengoshi registered with the Daini

Tokyo Bar Association

Languages

Japanese

English


www.dlapiper.com

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