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This Checklist This Checklist explains the actions property solicitors must take to perfect security in a real estate finance transaction. Real estate finance lenders will typically seek a comprehensive security package over all assets connected with the real estate. A real estate solicitor within a multi-disciplinary team will commonly arrange or contribute to the following securities and documentation: security over the land, rental income, insurance proceeds, development and construction, and contractual rights reviewing the management agreement and negotiating a duty of care agreement (although in a multi-disciplinary team, this is sometimes handled by the banking and finance lawyer) dealing with completion undertakings and post-completion registration of the legal charge at Companies House and HM Land Registry, as well as giving third party notices regarding rent payment, notice of charge and, where necessary, assignment of contractual rights or warranties See Practice Notes: Security in real estate finance transactions, Taking security over land and Taking security over unregistered land and Taking and perfecting...
HMRC may issue a revenue determination in relation to direct taxes when a taxpayer fails to submit a return in response to a notice requiring a return to be filed. Unless the determination was raised by HMRC in error, receiving one indicates a significant lapse in attending to tax affairs and compliance obligations. It should be addressed promptly as a matter of priority, and a taxpayer may wish to instruct an adviser to provide assistance. For detailed guidance on the consequences of a revenue determination for direct taxes and the options available to displace it, see Practice Note: What is a revenue determination for direct tax purposes? This Checklist sets out key practical considerations and the procedural steps to take once a taxpayer has been issued with a revenue determination by HMRC. Determinations concerning stamp duty land tax (SDLT) fall outside the scope of this Checklist. In contrast to revenue determinations relating to direct tax—where there is no right of appeal—there is a limited right of appeal against SDLT...
This checklist sets out a clear framework for dealing with a contractual debt claim at every stage: before issue on receipt of a letter of claim, and after issue on receipt of a claim form and particulars of claim. As a debtor facing a threatened or issued contractual debt claim, it can help to be aware of guidance directed at claimants (creditors), namely: Practice Note: Starting a contractual debt claim—a practical guide Starting a contractual debt claim—checklist Responding to a letter of claim Prior to starting court proceedings, the creditor ought to send a letter of claim that explains the debt and gives notice of the intended claim, whether the matter is governed by the Pre-Action Protocol for Debt Claims (the Protocol) or by the Practice Direction Pre-Action Conduct and Protocols (the Practice Direction). The table below identifies the key questions a debtor should ask when considering the letter of claim. If no letter of claim has been received and the...
In this issue: UK, EU and international regulators and bodies Authorisation, approval and supervision Prudential requirements Financial crime and sanctions Consumer protection Complaints, compensation and claims management Investigations, enforcement and discipline Regulation of capital markets Dispute resolution for financial services lawyers Regulation of derivatives Sustainable finance and ESG Banks and mutuals UK MiFID II EU MiFID II Consumer credit Regulation of insurance Payment services and systems Fintech and cryptoassets LexTalk®Financial Services: a Lexis®Nexis community Daily and weekly news alerts New and updated content Dates for your diary UK, EU and international regulators and bodies FCA publishes Handbook Notice No 135 The Financial Conduct Authority (FCA) has issued Handbook Notice No 134, outlining amendments to the FCA Handbook and related materials approved by the FCA board on 27 November 2025. See: LNB News 28/11/2025 48. ESMA sets out planned consultations for...
Financial services developments FCA restricts Beauforce Corporation Limited from carrying out regulated activities The Financial Conduct Authority (FCA) has now barred Beauforce Corporation Limited from undertaking all regulated business. As a result, the firm is no longer permitted to deliver authorised debt advice or debt management services to customers. The regulator has further directed the company to repay funds in its bank accounts to its clients. These steps arise from FCA worries about the suitability of the firm’s senior leadership and how it has engaged with the regulator. The FCA also stated it found several issues in Beauforce Corporation Limited’s operations, including: Senior Manager suitability—the senior manager, Mr Duckett, is presently disqualified from involvement in running a company for ten years Failure to disclose information—the firm did not inform the regulator of Mr Duckett’s disqualification and, when requested, failed to provide important information about its debt management activities or client money controls In May 2025, the FCA also served a Decision...
Mullens v HMRC [2023] UKUT 244 (TCC) The taxpayer, a practising solicitor, acted as an adviser to the Ecclestone family interests. Over a number of years, he received six payments amounting in total to £40m. He excluded these sums from his self-assessment tax returns, maintaining that they constituted gifts. HMRC issued discovery assessments in respect of payments one to five, respectively, relying on section 29(4) of the Taxes Management Act 1970 (TMA 1970) on the basis that there was a loss of tax attributable to the taxpayer’s careless or deliberate conduct. In relation to payment 6, HMRC issued an enquiry closure notice in that enquiry. The assessment dealing with payment five was made within the normal relevant statutory time limits, whereas those for payments 1–4 instead depended upon the extended time limits provided by TMA 1970, s 36. HMRC also issued penalty assessments in respect of each individual payment received. The First-tier Tax Tribunal...
Resource Note This Resource Note signposts key commentary, analysis and materials to aid interpretation and offer practical direction on using Chapter 2 of the Disclosure Guidance and Transparency Rules (DTR 2). Where relevant, it draws on: the Financial Conduct Authority (FCA) Handbook FCA Knowledge Base—Procedural and Technical notes (formal guidance binding on the FCA) FCA consultation and discussion papers, policy and feedback statements, and warnings Primary Market Bulletins and other FCA publications legacy UKLA technical and procedural notes and the UKLA’s newsletter List!, where still pertinent assimilated EU legislation EU Directives and EU Regulations, where helpful to construing a provision Lexis+® UK analysis and resources Setting the scene What it covers: DTR 2 prescribes the framework for issuers to disclose and manage inside information, supporting timely and even-handed release of market-sensitive information. It also identifies specific situations permitting a delay to public disclosure of inside information, together with the safeguards required to keep such information...
This Practice Note summarises the law, guidelines and market practice in relation to holding a general meeting It serves both practitioners and company secretaries dealing with and advising companies whose equity shares are listed on the Main Market of London Stock Exchange plc (listed companies), as well as companies with equity shares admitted to AIM (AIM companies). For details on the notice requirements for a general meeting of a listed or AIM company, refer to Practice Note: General meetings—notice requirements for listed public companies for further information and context. Members of a company may convene and hold a general meeting at any time, and as frequently as required within a year, as needed, so that they can pass resolutions to implement specified changes or to authorise particular actions. The Companies Act 2006 (CA 2006) sets out detailed provisions governing the calling and conduct of general meetings. The CA 2006 also imposes additional obligations on a public company that is a traded company or a quoted company. This captures listed...
This Practice Note introduces freezing injunctions, explaining what they are and the different types that can be applied for. For guidance on making and responding to an application for a freezing injunction, see the following resources listed in this section: Practice Note: Freezing injunctions—the application Practice Note: Freezing injunctions—the draft order Applying for a freezing injunction—checklist Responding to a freezing injunction—checklist Precedent: Affidavit in support of a freezing injunction Precedent: Affidavit in opposition to the continuation of a freezing injunction granted without notice For examples of judgments addressing these principles in more detail, see the following Practice Notes listed below: Freezing injunctions—illustrative decisions Freezing injunctions—key and illustrative decisions (2020–2024) [Archived] What is a freezing injunction? A freezing injunction (or freezing order) is an interim order restraining a respondent from taking assets out of the jurisdiction (ie England and Wales) and/or from dealing with assets wherever they are situated (CPR 25.1(1)(f)). Freezing...
To: [ All staff in [ insert ] office ] From: Response Team Leader RE: Regulatory investigation—prompt attention required Privileged and confidential Dear All Investigators from [ insert ] [ are OR will be ] arriving on site beginning today to commence an investigation. [ Insert organisation name ] treats its legal duties seriously and will co-operate with the investigators, addressing their requests in line with [ our [ Dawn raid action plan ] ]. A ‘dawn raid’ is when representatives of a regulator attend our premises without prior notice to gather evidence for an investigation. Refusing to co-operate with the investigation, or impeding the investigators, will put [ insert organisation’s name ] and individuals at risk of sanctions. Further information is contained in our [ Dawn raid action plan ]...
Dear [ insert organisation name ] Letter of Claim [ insert claimant’s name ] v [ insert defendant’s name ] We are instructed to represent [ insert claimant’s name ] in respect of treatment performed/care provided at [ insert name of defendant hospital ] by [ insert name(s) of surgeon(s) if known ] on or about [ insert date(s) ]. Please inform us if you do not consider yourself the correct defendant, or if you are aware of any additional potential defendants. This correspondence is issued in accordance with the Pre-Action Protocol for the Resolution of Clinical Disputes. Please acknowledge receipt in writing and state who will be dealing with this matter within 14 days. Failure to provide an acknowledgement may lead to the Claimant issuing proceedings without further notice to you. Furthermore, within four months of receiving this letter, you should supply a Letter of Response confirming whether the claim is admitted or denied, together with copies of any documents on which you intend to...
[ To be produced on the client’s letterheaded paper ] [ Insert the consultant’s or consultancy/service company’s name and address ] [ Insert date ] delivered by hand Dear [ enter name ] Termination of consultancy agreement with [ enter name of Client ] Further to the meeting on [ enter date ] [ and our conversation earlier today, ], I am writing to [ advise you OR confirm ] that [ enter name of Client ] has elected to rely on its entitlement under Clause [ enter clause number of provision dealing with summary or on notice termination ] of the consultancy agreement dated [ enter date ] (referred to in this letter as the ‘Consultancy Agreement’) to terminate the engagement [ with immediate effect, without notice or payment in lieu of notice OR with effect from [ enter date ] ], by serving this written notice upon you. [ This letter also refers to various other terms as defined in the Consultancy...
Taking back possession of a garage When a landlord has rented out a dwelling, for example a house or flat, they cannot lawfully regain possession of the property while the tenant remains in residence except by initiating court proceedings. This requirement, in such circumstances, is expressly imposed by sections 2 and 3 of the Protection from Eviction Act 1977 (PEA 1977)...
Rights when assignee’s lease forfeited because of a former leaseholder’s breach An assignee’s personal exposure for breaches committed before a lease is assigned is restricted, and a tenant will generally be responsible only where the lease contains an express covenant dealing with those breaches and allocating liability. Without such an express term, the landlord has no covenant to pursue against the assignee for defaults that were fully committed prior to the assignment of the lease. Forfeiture, by contrast, is a proprietary remedy rather than a personal one under the lease. It can be exercised by a landlord against a tenant for breach of covenant under that lease. See Practice Note: ....
You may wish to consider separately: the implied term the fairness of a dismissal which prejudices Permanent Health Insurance (PHI) rights, under the statutory law on unfair dismissal Where PHI benefits depend on employment continuing, the High Court has implied a term preventing dismissal during incapacity, save for summary dismissal (gross misconduct) or another compelling ground (eg redundancy). In Briscoe v Lubrizol, the Court of Appeal signalled a broader carve-out, permitting dismissal for ‘reasonable and proper cause’. Even so, such a term is not always to be implied. In Lloyd v BCQ (EAT) no implication was made where: a later written contract omitted any reference to the PHI scheme and contained an entire agreement clause there was, overall, no contractual entitlement to scheme benefits the contract expressly permitted dismissal for prolonged illness For more detail, including reconciling Briscoe and Lloyd, see Practice Notes: Dealing with long-term or chronic sickness—Consider any Permanent Health Insurance (PHI)...