Closing meaning

For further details on the documents outlined below, please refer to Practice Note: Issuing debt securities—key documentation. Appointment of the arranger The issuer (Issuer) designates an arranger (Arranger) to set up the programme. The Arranger may additionally serve as a dealer or manager for later note issues under the programme. Responsibility —Issuer and Arranger. Appointment of the dealers The dealer(s) (Dealers) will enter into a dealer agreement with the Issuer and the Arranger. For a syndicated issue, the Dealers and the Issuer may also sign a subscription agreement. New dealers may be added to the programme after launch via a dealer accession letter. Responsibility —Dealers, Arranger and the Issuer. Appointment of the agents The Issuer will appoint agents to act on its behalf for the programme. These may include a fiscal agent (Fiscal Agent) or a trustee (appointed by the Issuer to represent the interests of the noteholders),...

STOP PRESS: The UK’s prospectus framework presently derives from the EU Prospectus Regulation, preserved in domestic law following Brexit as the UK Prospectus Regulation. The government has been reassessing this regime within a broader programme to modernise UK capital markets and make the UK a more appealing place to list. In this context, the UK Prospectus Regulation will give way to the Public Offers and Admission to Trading Regulations 2024 (the POATRs), and all detailed requirements connected to admission to trading will sit within Financial Conduct Authority (FCA) admission rules. The FCA issued its final rules (PS25/9) on 15 July 2025, with implementation expected on 19 January 2026. These changes form part of efforts to reform the capital markets in the UK and enhance the attractiveness of the UK as a listing venue. For more detail on the principal features of the POATRs framework pertinent to the debt capital markets, see Practice Note: The UK Prospectus Regulation—essentials [Archived] — Reform of the UK prospectus regime. Note that numerous steps...

This flowchart outlines the various stages of a UK anti-dumping investigation, initiated when the Trade Remedies Authority (TRA) accepts an application for the imposition of anti-dumping duties...

The flowchart outlines the key actions required in preparing a Will for clients, spanning from the initial consultation through to finalising and closing the file...

This Checklist is applicable for the sale and purchase of a vessel by a company when acting for a corporate buyer and where the ship will be registered in the UK When representing the buyer, the priority is to confirm that the seller’s papers are adequate to deliver good title, secure the vessel’s permanent registration in the UK, and demonstrate that both parties possess the requisite power and authority to conclude the transaction... Request a Transcript of Registry from the UK Ship Register to verify the current registered owner and identify the existing security position affecting the vessel. A fee is payable for this (and several of the other documents noted below), with a full schedule available on the UK Ship Register website. Make the request promptly on receipt of instructions and repeat the search on the closing date... Confirm that any class inspection or other survey specified in the sale contract has been conducted and that the results are satisfactory...

BC v BC [2025] EWFC 236 What are the practical implications of this case? The key takeaway for practitioners is to disregard paragraph 8 of the FRC Primary Principles, in particular its closing clause which states ‘and an assurance that offers were made on each side and an indication given’. Whether the FRC will issue a revised iteration of the Primary Principles to reflect Peel J’s ruling remains uncertain at this stage. Practitioners should likewise observe the effective bar on obliquely attributing fault for an unproductive pFDR by referring to a party having left the appointment after an indication was given, as such references amount to indirect blame. The ruling should, in turn, streamline the pFDR process and reduce the scope for satellite litigation that might otherwise follow, notably where no settlement is achieved. In essence, the only matters that should be disclosed are neutral particulars confirming that a pFDR has taken place, and nothing more. What was the background? The parties had taken part in...

In this issue Construction industry news Fire safety Standard form construction contracts Planning for construction lawyers Daily and weekly news alerts New and updated content New Q&As Construction industry news In this article, we reflect on the principal shifts in construction law that surfaced during the closing months of 2024, and consider what might unfold in 2025. See News Analysis: Construction law—key developments in 2024, and what to expect in 2025. Fire safety The MHCLG has issued revised editions of Approved Document B (fire safety) for both volume 1 (dwellings) and volume 2 (buildings other than dwellings). These updates consolidate the 2019 editions together with the 2020 and 2022 amendments, and also include upcoming changes planned for 2025, 2026 and 2029...

In this issue: New technologies Internet Media Advertising, marketing and sponsorship LexTalk®TMT: a Lexis®Nexis community Daily and weekly news alerts New and updated content Dates for your diary Trackers Latest Q&As Useful information New technologies Getty Images drops Stability AI copyright infringement claims from UK trial MLex reports that on 25 June 2025 Getty Images abandoned its direct copyright infringement claims against image generator Stability AI during the first day of closing submissions in a landmark three‑week High Court hearing in London. It is still pursuing allegations of trade mark infringement, passing off, secondary copyright infringement and issues around licensing, yet the move is a setback for the UK’s creative sector, which had sought clear precedent to provide broad copyright protection in the UK against AI models’ web scraping. See: Getty Images drops Stability AI copyright infringement claims from UK trial. IAB Tech Lab proposes framework for AI content usage compensation...

This Practice Note offers practical direction on correctly executing documents when one or more parties to a contract are not physically together, often referred to as virtual signing or a virtual closing. The Law Society has brought together established materials covering: execution of documents by virtual means, use of electronic signatures, its ‘Tips on how to operate in practice’ concerning virtual execution and the use of e‑signatures, and Q&A on using electronic signatures and completing virtual executions, including ‘Our position on the use of virtual execution and e‑signature during the coronavirus (COVID‑19) pandemic’. We have assembled a comprehensive, interactive collection to help users identify and navigate the concepts and common issues involved in executing documents, including by virtual means. Each section or phase contains practical guidance, precedent clauses and Q&As relevant to that stage. For more information, see: Execution collection. Mercury Tax Case This guidance aligns with the Law Society’s position issued on 16 February 2010 in response...

NOTE—to check whether notification thresholds in Vietnam and worldwide are triggered, please consult: Where to Notify. 1. Have there been any recent developments regarding the Vietnamese merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Vietnam? In 2020, Vietnam promulgated Decree 35 on Detailed Regulations for Implementation of the Law on Competition dated 24 March 2020 (Decree 35), which became effective on 15 May 2020. This marked a pivotal step in putting into operation the competition framework envisaged under the Law on Competition dated 12 June 2018 (Competition Law). The body designated under the Competition Law, the Vietnam Competition Committee (VCC), was established on 1 April 2023 and from that date assumed responsibility for the merger control regime. Decree 35 introduced the following clarifications to merger control: Notification thresholds, under which a transaction must be notified where: the total assets or turnover in Vietnam of...

ARCHIVED: This Practice Note is archived and no longer maintained. For insight on what to look out for in 2025, see Practice Note: Corporate Crime horizon scanner—2025 [Archived]. This note outlined the principal legal changes affecting corporate crime practitioners in the UK during 2024. For developments in 2023, see Practice Note: Corporate Crime horizon scanner—2023 [Archived]. Key primary legislation For information on primary legislation and the status of government bills relevant to corporate crime that were introduced in the House of Commons or the House of Lords during 2024, see Practice Note: Corporate Crime bills tracker—2024 [Archived]. Key secondary legislation For upcoming secondary legislation of interest to corporate crime lawyers as at 2 January 2025, consult Practice Note: Corporate Crime horizon scanner—2025 [Archived]. Ongoing consultations/calls for evidence Ongoing consultations of potential interest to UK corporate crime lawyers include: Closing date: 22 January 2025 — The Competition and Markets Authority (CMA) has opened a consultation on draft guidance describing its...

Proforma checklist of documents for execution at signing and completion meetings in loan transactions This proforma checklist can be used by the lender’s solicitors to monitor, oversee and record the execution of documents at signing and completion meetings, or to be signed and circulated in escrow for closing virtually. It can be adapted for use with the relevant facility agreement. Signing is the point at which the parties execute the agreed versions of the finance documents and the deal becomes binding (albeit, in most cases, subject to certain conditions precedent being satisfied). Completion is the point at which money moves between the parties and the transaction is completed. Often, there is a gap between signing and completion which allows the parties to commit to the deal on signing but leave themselves a short period to satisfy the conditions attaching to funding. In other cases, signing and completion take place on the same day, in which case, all the conditions precedent to funding will need to be satisfied before...

[ To appear on the claimant’s solicitors’ headed notepaper ] Our ref: [ insert your file reference for this matter ] FAO [ RELEVANT NAME ] [ NAME OF PROPOSED DEFENDANT’S SOLICITORS, IF ANY ] [ ADDRESS LINE 1 ] [ ADDRESS LINE 2 ] [ POSTCODE ] [ DATE ] Dear [ insert name ] RE [ PROSPECTIVE CLAIMANT’S NAME ] AND [ PROSPECTIVE DEFENDANT’S NAME ] LETTER OF CLAIM [ Further to our correspondence dated [ insert date of previous correspondence, if any ] ]. We represent [ insert client’s full name ], of [ insert full address ]. This document is our client’s letter of claim, issued in line with the Practice Direction Pre-Action Conduct and Protocols under the Civil Procedure Rules (the Practice Direction). For ease, a copy is enclosed. Please note the closing section of this letter sets out the timeframe for your reply and the ramifications of not providing a proper response within...

Parties Issuer [ • ] Guarantor [ • ] Lead Manager [ • ] Settlement Manager [ • ] Principal Paying Agent [ • ] Trustee [ • ] Registrar [ • ] Auditors [ • ] Tax Advisers Lead Manager Legal Advisers [ • ], acting as legal counsel to the Lead Manager, and [ • ], acting as legal counsel to the Trustee Issuer Legal Advisers [ • ], serving as legal counsel to the Issuer and the Guarantor The Depository Trust Company ( DTC ) Euroclear Bank SA/NV ( Euroclear ) Clearstream Banking S.A. ( Clearstream ) Common Depositary [ • ], in its role as Common Depositary [ The London Stock Exchange plc ] ( Stock Exchange ) [ The Financial Conduct Authority ] ( FCA ) [ Regulatory News Service of the Stock Exchange ] ( RNS ) SIGNING AGENDA ...