Best endeavours meaning

UK Finance responds to FCA consultation on aligning sustainability disclosures with ISSB standards UK Finance has issued its reply to the Financial Conduct Authority’s consultation on bringing sustainability-related disclosures into line with international standards, backing the plan to embed the UK Sustainability Reporting Standards within the Listing Rules and to align with the International Sustainability Standards Board baseline, while underlining the need for international consistency and comparability. It supports the proposed ‘comply or explain’ model, yet seeks clearer signalling on the FCA’s next steps, including whether the regime will persist in its current form or shift towards mandatory adherence. The submission also urges consideration of the implications for the competitiveness of UK listings and for the broader corporate reporting landscape, and says the FCA should take a proportionate, supportive supervisory stance, especially during initial implementation, acknowledging that firms may rely on best endeavours as capabilities mature. UK Finance further stresses that using the ‘explain’ option should not be equated with non-compliance, and it does not support introducing...

Original news Minerva (Wandsworth) Ltd v Greenland Ram (London) Ltd [2017] EWHC 1457 (Ch), [2017] All ER (D) 154 (Jun) The Chancery Division found that the defendant company unlawfully blocked the claimant’s continuation of a construction scheme by declining to enter the requisite agreement with the local authority that would have permitted it to advance. The claimant was entitled to make its planning application at the time it did, and the defendant’s conduct amounted to a contractual breach by stopping the works from proceeding. What is the background to the case? Minerva (Wandsworth) Ltd obtained planning consent to redevelop the Ram Brewery site in Wandsworth, South West London, featuring a 34‑storey residential tower, and entered into a section 106 Town and Country Planning Act 1990 agreement obliging the delivery of affordable housing within the scheme. Minerva then sold the site to Greenland Ram (London) Ltd on terms allowing Minerva to submit an application to the local planning authority for an enhanced permission which, if approved, would...

R (on the application of W) v Hertfordshire County Council (transcript) [2023] EWHC 3138 (Admin) What are the practical implications of this case? It underscores the need for LAs to scrutinise, in more detail, first‑instance decisions on whether to carry out EHC needs assessments at the initial stage, since generic, template‑like decisions appear to be issued and then abandoned once parents commence appeals and lodge proceedings. The Special Educational Needs and Disability Regulations 2014, SI 2014/1530 (SEND Regulations) impose strict legal obligations on local authorities: not ‘best endeavours’ to finish assessments within defined periods, but ‘hard‑edged’ duties, with only very limited exceptions that apply. Therefore, a local authority acts unlawfully each time that it fails to complete an assessment and prepare the EHC plan within the time period specified in the SEND Regulations. The judgment also records the LA’s justification that a national shortage of educational psychologists available to undertake assessments has contributed to delay and caused slippage. The case further underlines that a public authority must act...

This Practice Note outlines the landscape of technical barriers to trade within the UK–EU Trade and Cooperation Agreement. It summarises the rules on technical regulations, standards, and conformity assessment procedures binding on the EU and the UK. Introduction As a free trade pact, the TCA governs not only tariffs on goods moving between the two customs areas, but also other elements necessary for trading in goods or considered non‑tariff obstacles. These include: rules of origin sanitary and phytosanitary measures, and technical barriers to trade (TBT) Chapter 4 of the TCA addresses TBT. It draws on many of the substantive provisions of the World Trade Organization’s Agreement on Technical Barriers to Trade and therefore builds on that treaty. Specifically, it incorporates Articles 2 to 9 and Annexes 1 and 3 of the WTO’s Agreement on Technical Barriers to Trade. It also confirms that the terms used in Chapter 4 of the TCA, as well as in the TBT annexes to...

Exclusivity provisions This Practice Note outlines how exclusivity provisions operate when buying shares in a company, or acquiring a business together with its assets (the target). Such provisions can sit in a stand‑alone letter from the buyer to the seller, be built into heads of terms (also referred to as an offer letter, letter of intent or memorandum of understanding) or, less commonly, appear within a confidentiality agreement (where either or both are used). Whatever form is chosen, exclusivity provisions are entered into at the outset of the transaction, setting the framework for negotiations. Their aim is to stop the seller from engaging with, or inviting, rival bids from third parties in relation to the sale of the target, or a substantial part of its business and assets. In effect, they provide the buyer with a defined period of exclusivity within which to negotiate the terms of, and then seek to conclude, the transaction. For enforceability, the drafting should create a lock‑out (or shut‑out) arrangement—preventing third parties from entering...

The Swiss Rules of International Arbitration, updated on 1 June 2021 (the Swiss Rules), govern-unless the parties agree otherwise-any arbitration begun on or after 1 June 2021 where the arbitration clause refers to the Swiss Rules or to the earlier rules of chambers or organisations that have acceded to, or placed their proceedings under, the Swiss Rules. This Practice Note addresses procedural aspects under the Swiss Rules. For commentary on the 2012 Swiss Rules, see: Swiss Rules arbitration-overview... General remarks The Swiss Rules grant the arbitral tribunal broad latitude to manage the proceedings. Arbitrators may run the case as they consider appropriate, provided they uphold equality between the parties and safeguard each party’s right to be heard (Swiss Rules, art 19.1). Crucially, all parties must use their best endeavours to secure an efficient process and to avoid superfluous costs and delay (Swiss Rules, art 16.1). Parties are entitled to be represented or assisted by individuals of their choosing (Swiss Rules, art 16.4)...

1 Introduction 1.1 Our goal is to deliver outstanding service to our clients. Despite our best endeavours, mistakes may on occasion occur. So far as possible, we nurture a culture without blame—any of us can make an error. 1.2 This policy describes our procedures for managing acts or omissions that may give rise to a negligence claim. 1.3 This policy applies to everyone working at any level, including partners, consultants, solicitors, and other employees (whether permanent, fixed-term or temporary), together with contractors, trainees, seconded staff, home-workers, casual staff, agency staff, interns and students, agents, sponsors, volunteers, or any other person connected with the firm wherever they are located (collectively referred to as ‘staff’ in this policy). 2 Responsibility for handling claims against the firm 2.1 [ Insert name of person nominated to receive internal claim/circumstance report forms ] is responsible for dealing with: 2.1.1 acts or omissions that might result in a negligence claim against us; 2.1.2 actual negligence claims against...

1 Definitions and interpretation 1.1 In this Agreement, and except where the context dictates otherwise, the expressions below shall bear the meanings set out here: Relevant Proportion means, for the purpose of clause, the greatest share of the Company’s [ trading ] losses [ and other amounts eligible for relief from taxation ] that the law permits to be surrendered to the relevant Shareholder (or a member of its Shareholder Group), or, as applicable, the greatest share of the Company’s trading profits against which the Shareholder (or a member of its Shareholder Group) is permitted by law to surrender its [ trading ] losses [ and other amounts eligible for relief from taxation ] ; VAT means United Kingdom value added tax [ and any other tax imposed in substitution for it OR , any other tax imposed in substitution for it and any equivalent or similar tax imposed outside the United Kingdom ] ; 2 Tax matters 2.1 [ The...

This Deed This Deed is entered into on [ insert date ] by the parties identified below. Parties The individuals whose full names and addresses are set out in the Schedule (each a Partner and, collectively, the Partners) [ Insert name of COFA ] of [ insert address ] (the COFA) BACKGROUND (A) The Partners carry on business as a legal practice authorised and regulated by the Solicitors Regulation Authority (SRA) under the name of [ insert name of firm ] (the Firm). (B) The Partners have appointed [ insert name of COFA ] as the Firm’s compliance officer for finance and administration (COFA), subject to [ continued ] approval by the SRA. (C) The parties have agreed that the COFA shall have the benefit of an indemnity from the Partners in relation to certain liabilities of the COFA, as more fully set out in this deed. THIS DEED PROVIDES: COFA’s regulatory...