Best execution meaning

General checklist What follows is a checklist highlighting matters that a solicitor representing a company’s administrator (and, in some pre-appointment cases, the directors/company) disposing of a business and its assets ought to bear in mind when preparing a sale and purchase agreement (the Agreement). This checklist is suitable for both pre-pack scenarios and sales of the business and/or assets completed after administrators are in office. It is not comprehensive and, depending on the nature of the business, numerous additional points may arise. For further detail, see: Sale and Purchase of Assets—overview and Pre-packs—overview. We also, at points, refer to seeking information from the directors. That will not invariably be feasible, eg where the situation is hostile. Accordingly, if the directors are engaged, they should be able to provide the information and will often be best placed to do so; however, where the position is hostile, or if you act solely for the administrators, any enquiries should be directed to the administrators, or at least channelled via them to the...

This Checklist outlines the principal considerations when preparing a schedule to a business‑to‑business agreement. For further guidance on drafting commercial contracts, in general, see: Practice Note: Key terms and conditions in commercial contracts Practice Note: Structure and form of commercial contracts Commercial contract drafting and review-checklist Commercial contract review and execution (business personnel)-checklist What are schedules used for? Schedules to an agreement typically hold detailed information about particular aspects of the deal or deviations from a standard contract, and they commonly address commercial matters. These may cover pricing and charges, key personnel, service levels and service credits, technical specifications and statements of work (e.g. details of licensed software, scope of services to be performed, descriptions of products to be provided), territories covered, sales targets, governance, business continuity and disaster recovery, and policies. In more intricate agreements, the appropriate commercial teams within the business often assume responsibility for schedules addressing commercial issues (with input from lawyers where required), as they...

In this issue: UK, EU and international regulators and bodies Authorisation, approval and supervision Operational resilience Financial crime and sanctions Consumer protection Complaints, compensation and claims management Investigations, enforcement and discipline Regulation of capital markets Packaged Retail and Insurance-based Investment Products (PRIIPs) Dispute resolution for financial services lawyers Regulation of derivatives Sustainable finance and ESG Investment funds and asset management UK MiFID II EU MiFID II Payment services and systems Fintech and cryptoassets Regulation of AI in FS LexTalk®Financial Services: a Lexis®Nexis community Financial Services Enforcement Database Daily and weekly news alerts Intraday news alerts New and updated content Dates for your diary Latest Q&As No Weekly Highlights on 24 April 2025 UK, EU and international regulators and bodies FCA announces first international presence in US and Asia-Pacific regions The Financial Conduct Authority (FCA) has unveiled its...

In this issue: Trusts Court of Protection UK taxation for Private Client Updates to HMRC Manuals Tax avoidance, evasion and non-compliance Regulatory compliance for Private Client Budgets and Finance Bills Family enterprises and ownership frameworks Disputed trusts and estates Pensions, insurance and tax-efficient investments Scotland, Wales and Northern Ireland International Question of the week Additional Private Client updates this week Daily and weekly news alerts LexTalk®Private Client: a Lexis+® community New and updated content Dates for your diary Trackers Latest Q&As Useful information Trusts HMCTS issues guidance on applications to recover funds paid into the High Court, Chancery Division HM Courts & Tribunals Service (HMCTS) has issued guidance on making applications to recover money held by the High Court (Chancery Division). Released on 18 December 2025, the guidance covers three situations: surpluses from property repossessions when entitled parties cannot...

Domestic Deputy Governor of the CBI Mary-Elizabeth McMunn speech at the Institute of Bankers On 3 April 2025, Mary-Elizabeth McMunn delivered her inaugural address in her new capacity as Deputy Governor of the Central Bank of Ireland (CBI), setting out her views on how regulation and supervision support the best interests of consumers and the wider economy. Deputy Governor McMunn noted that the CBI has shifted to a more integrated supervisory model in recognition of these factors, to secure effective and efficient execution of supervisory priorities. She said that simplifying regulation is an agenda the CBI welcomes, underscoring the importance of up to date and proportionate frameworks that achieve their intended outcomes. The central message was that the public is entitled to expect stability, resilience and protection. Fitness and Probity updates On 10 April 2025, the CBI published several documents as part of proposed changes to the Fitness and Probity (F&P) Regime. These include: F&P gatekeeper process: sets out the key stages of the...

This Practice Note examines the rules governing systematic internalisers (SIs) within the recast Markets in Financial Instruments Directive (Directive 2014/65/EU) (MiFID II), as updated by Directive (EU) 2024/790 (the MiFID II Review), and the Markets in Financial Instruments Regulation (Regulation (EU) 600/2014) (MiFIR), as revised by Regulation (EU) 2024/791 (the MiFIR Review), collectively referred to as the MiFID II framework. For further detail on trading venues under the MiFID II framework—regulated markets (RMs), multilateral trading facilities (MTFs) and organised trading facilities (OTFs)—see Practice Note: MiFID II: EU trading venues. What are systematic internalisers and why are they regulated? Funds, insurers and other major investors typically choose between two routes when trading securities. They may transact on a trading venue where many participants interact, or deal directly with an investment firm that settles by dealing on its own account. In the latter scenario, the securities traded are drawn from, or placed into, the firm’s proprietary holdings; put differently, the firm executes the trade ‘internally’...

The rules regarding Scottish electronic documents and their execution are contained in: Requirements of Writing (Scotland) Act 1995 (RW(S)A 1995) Assimilated Regulation (EU) No 910/2014 on electronic identification and trust services for electronic transactions in the internal market (as amended by the Electronic Identification and Trust Services for Electronic Transactions (Amendment etc) (EU Exit) Regulations 2019) (UK eIDAS) Land Registration etc (Scotland) Act 2012 (LRE(S)A 2012) Electronic Documents (Scotland) Regulations 2014, SSI 2014/83 Land Registration etc (Scotland) Act 2012 (Commencement No 2 and Transitional Provisions) Order 2014, No 41 (C 4) (2014 Order) Land Register of Scotland (Automated Registration) etc Regulations 2014, SSI 2014/347 Legal Writings (Counterparts and Delivery) (Scotland) Act 2015 (LW(CD)(S)A 2015) The Law Society of Scotland has produced a third edition of its guidance on electronic execution of documents: Law Society of Scotland—Electronic signatures guide (Third Edition). Assimilated law is the term used for retained EU law (‘REUL’) that continues in force after the...

The statutory framework Generally, the statutory regime governing private sector occupational pension schemes under Scots law mirrors that applicable across the rest of the UK. That said, the foundational trust law on which most private sector schemes rest is not the same, as Scotland has its own distinct trust legislation and a separate body of case law. The Scottish court structure operates wholly apart from the English system, and although English decisions on pension matters can be helpful in addressing particular questions, they do not bind the Scottish courts. Variations in several other branches of law can also shape how pensions law is interpreted and how practice is carried out. These divergences may affect both legal analysis and day-to-day administration. Application of legislation, guidance and other policy in Scotland When advising on pension schemes governed by Scots law, it is important to verify that any cited legislation in fact extends to Scotland. A comparable approach is required for guidance and policy: there will be occasions when it...

The Consultant shall: General responsibilities (Stages 0–7) Serve as Lead Consultant for the Project, which includes: Advising on the scopes of service for other Design Team members Advising on the requirement for additional specialist consultants to complete the Project (and defining their scopes of service) Directing the other consultants who make up the Design Team Co-ordinating and integrating the Project design in its entirety Arranging and chairing regular design meetings to support Project progress, ensuring minutes are recorded and circulated afterwards Facilitating communication between the Client and the Design Team Co-ordinating and collating end-of-stage reports Prior to execution of the Building Contract, either act as Principal Designer in accordance with the Construction (Design and Management) Regulations 2015 and Building Regulations 2010 to ensure best practice is maintained at all times regarding design safety, or liaise as required with the Principal Designer to...

The BIM Manager shall: General responsibilities Plan and steer BIM implementation for the Project Guide the Project Team to BIM maturity required by PAS 1192-2:2013 Chair BIM launch, modelling and review meetings; log conflicts and co‑ordination issues Track BIM process adoption and deliver, log and refine training Working with the Project Team Liaise and co‑operate with Employer, Contractor, design team and others appointed Assess consultants’ and suppliers’ BIM capability; engage with each party’s BIM lead Help Contractor and designers embed BIM in management and delivery Answer team BIM queries, promote best practice and set up efficient BIM-enabled processes BIM Execution Plan Initiate, lead and agree the BEP; keep it current Implement the BIM Protocol; align methods with the Plan Ensure adherence to all Plan protocols Common Data Environment Federate models in the CDE for review and manage the process ...

Letter of non-crystallisation This precedent letter is used where a buyer acquires a business/asset subject to a floating charge (the Charged Asset), or a lender takes a second floating charge. It confirms the charge has not crystallised, no steps have been taken to crystallise it, and the chargee consents to either a sale or a second floating charge. Under a floating charge, the chargor may in the ordinary course sell the asset or grant further security (unless restricted) until crystallisation. Once crystallised, the charge becomes fixed and the chargor loses that freedom. Buyers/new lenders should seek confirmation that crystallisation has not occurred. A letter may come from the chargee or chargor, but a chargee’s letter is preferable; though not obliged, chargees usually provide it. Buyers favour unlimited confirmation; chargees often insist on a knowledge qualifier. Chargee’s headed paper; recipient details and date. Reference Debenture/Floating Charge dated [date] (the Security Agreement) between [Chargor] and chargee. Certify: [to the best of our knowledge, information and...