Deed of arrangement meaning

This Checklist is primarily for use on the assignment of a commercial lease This is a guidance tool for assignments of commercial leases. It is not comprehensive and may not address every circumstance on each deal. You should always consider whether any additional matters require attention. It works on the basis that: the lease relates to commercial premises let at an open market rent to an occupier, on terms under which the landlord insures the premises the assignor has used the premises for business purposes and the assignee likewise intends to use them for their business the lease is a head lease and the premises are not held under any underleases the lease is not subject to a fixed charge (this would be uncommon in practice), and no premium is payable If the assignment forms part of a wider or more complex arrangement, you may find further relevant material in Acquisition of commercial property (buyer)—checklist and Practice Note: Transferring...

This Checklist outlines the key matters a tenant should weigh up if the landlord becomes insolvent. A tenant must continue to fulfil its obligations under the lease, and should promptly contact the insolvency practitioner, as the tenant will need the information set out below. Swift contact is important because guidance on payments and other particulars will be required. Who should rent be paid to? Rent must still be paid in line with the lease. Where the landlord is in administration, liquidation or bankruptcy, or a receiver has been appointed over the property, payment should be made to the administrator, liquidator, trustee in bankruptcy or receiver, as applicable. Under a company voluntary arrangement (CVA), rent may instead be due to the CVA supervisor, subject to the CVA terms. The insolvency practitioner will usually serve notice on the tenant confirming where rent must be sent. Is the landlord holding a rent deposit? You should consider whether the rent deposit deed has been drafted so the deposit is held...

This checklist is intended chiefly for assignments of commercial leases. It is not comprehensive and cannot anticipate every scenario across all deals. Always consider whether additional points require attention. It proceeds on the basis that: the lease concerns commercial premises let at open market rent to an occupational tenant, with the landlord providing the insurance the assignor uses the premises for its business and the assignee likewise plans to occupy for business purposes the lease is a head lease and the premises are free of any underleases the lease is not secured by a fixed charge (which would be rare in practice), and no premium is payable Where the assignment forms part of a broader or more intricate arrangement, consult Sale of commercial property (seller)—checklist and Practice Note: Transferring commercial property—a practical guide. When acting for the assignee, refer to Assignment of a rack rent lease (assignee)—checklist. Preliminary matters See also Practice Note: Transferring commercial property—a practical guide—Preliminary...

In this issue: Cases and decisions Insurance types Insurance claims Jurisdiction and applicable law EU regulation International regulation New and updated content LexTalk®Insurance: a Lexis®Nexis community Cases and decisions AmTrust Specialty Ltd (formerly AmTrust Europe Ltd) v Endurance Worldwide Insurance Ltd (trading as Sompo International) The Court of Appeal addressed a dispute over the breadth of disclosure arising from a collapsed litigation funding arrangement. Novitas Loans Limited, as claimant, pursued AmTrust Specialty Limited for loss under a Deed of Indemnity; AmTrust, in turn, brought Part 20 claims against Sompo International, the insurer of the now-insolvent Scheme Solicitors. The appeal focused on a case management decision refusing disclosure of pre-contractual communications between Sompo and the Scheme Solicitors—material which AmTrust said mattered to construing the policies and any exclusions. The appeal was allowed, with the court holding that the judge at first instance had misapplied the test for extended disclosure. As a result, the judge...

In this issue: Residential tenancies Repairing obligations and dilapidations Enforcing security and property insolvency Disputes and remedies Key developments and horizon scanning Additional Property Disputes updates LexTalk® Property Disputes: a Lexis®Nexis community Daily and weekly news alerts Dates for your diary Residential tenancies An end to unmeritorious tenancy deposit claims (Lowe v The Governors of Sutton’s Hospital in Charterhouse) The Court of Appeal in Lowe v The Governors of Sutton’s Hospital in Charterhouse [2025] EWCA Civ 857 upheld the refusal of a substantial claim under the tenancy deposit regime. The central question was whether a prescribed information certificate that, first, contained a mistake and, second, lacked a signature nevertheless complied with section 213 of the Housing Act 2004 (HA 2004) and the related 2007 Order. Applying the Mannai principle and adopting a purposive reading of the statutory scheme, the court held that the certificate was sufficient to meet those requirements. This...

Counsel for the insurance giant told the High Court that Endurance Worldwide Insurance Ltd — trading as Sompo International and part of Japanese insurer Sompo Holdings Inc — is liable for damages arising from various breaches by the defunct firms. Ben Elkington KC of 4 New Square Chambers argued that a substantial excess in the professional indemnity policies would ordinarily shield Sompo from low-value claims, but that does not apply where the insured has become insolvent. AmTrust has settled with Novitas Loans Ltd for £48.5m after the legal loans provider sued the insurer over a legal funding arrangement with Pure Legal Ltd and High Street Solicitors Ltd, both now in administration. According to court documents, participants in the scheme also took out after-the-event policies with AmTrust, while Novitas entered into a deed of indemnity with the insurer. After-the-event cover is intended to protect claimants if their cases fail and they are required to meet defendants’ legal costs under the UK’s ‘loser pays’ litigation model...

This Practice Note sets out the principal steps for properly bringing to an end a defined contribution (DC) occupational pension scheme—also described as a money purchase occupational pension arrangement or a trust-based defined contribution plan. Throughout this Practice Note, this type of arrangement is termed a ‘DC scheme’. The guidance applies across a range of DC schemes, including trusts that sit outside the authorised master trust framework and small self-administered pension schemes (SSASs), although the latter may, in certain cases, be excluded from particular statutory obligations or requirements. This Practice Note does not cover the winding-up of any: an ‘authorised master trust’ under the Pension Schemes Act 2017 (PSA 2017)—for further detailed information, please see Practice Note: The authorisation and supervisory regime for master trusts, contract-based DC arrangements (eg group personal pension arrangements)—for further details and guidance, see Practice Note: Winding up of personal pension schemes Statute makes distinct and specific provision for hybrid schemes (combining defined benefit (DB) and DC...

The Master Deed is the standardised mechanism used across the United Kingdom Continental Shelf (UKCS) to formalise asset transfers. It is long-established and addresses two strands: (i) pre-emption, and (ii) standardised transfer arrangements. Its four principal objectives are to: bring existing pre-emption provisions into a common form provide pro-forma transfer arrangements cut complexity around document execution, and deliver greater certainty over completion timing Structure The concept is embedded in the main body of the Master Deed, but most day-to-day operative provisions sit in the schedules, arranged as follows: main body — appoints the Administrator to operate the Master Deed processes and provides for new parties to join via a Deed of Adherence schedule 1 — lists the Contracting Parties at the date of signature schedule 2 — New Transfer Arrangements — whose Annexes include the Execution Deed schedule 3 — New Pre-Emption Arrangements, and schedule 4 — Deed of Adherence ...

Project documents This Practice Note offers an overview of several widely used agreements and papers in a PFI/PF2 scheme, though the precise suite adopted will turn on the particular project. In the 2018 Budget (delivered on 29 October 2018), the government stated that PF2 will not be used for new schemes (see News Analysis: Budget 2018—what does it mean for infrastructure and housebuilding?). That said, existing PFI and PF2 arrangements will remain in operation and, given the usual term of such projects, are expected to continue for many years... Project Agreement This is the core contract in any PFI arrangement. It records the full set of terms and conditions governing the relationship between the Authority and Project Co/SPV for the life of the project. Where Project Co/SPV is granted a concession (ie the exclusive right to supply/operate/exploit something to create third party revenue), the Project Agreement may be described as a concession agreement. Typically a substantial document, it is often divided into multiple sections for manageability. Under...

The Directors [ insert offeror's name ] ([ Offeror ]) [ insert address ] [ and ] [ The Directors ] [ [ insert name of financial adviser ] (the Adviser ) [ insert address ] ] [ insert date ] Dear Directors Proposed acquisition of [ name of offeree ] ([ Offeree ]) It is our understanding that [ Offeror ] intends to acquire (the Acquisition ) [ all ] the issued [ and to be issued ] [ ordinary ] shares of [ insert nominal value ] each in [ Offeree ] (the Shares ) for the consideration, and otherwise substantially on the terms and subject to the conditions set out in the draft press announcement enclosed with this letter (the Announcement ), subject to such modifications or additions to such terms and conditions as may be required by the City Code on Takeovers and Mergers (the Code ), the Panel on Takeovers and Mergers (the Panel ), the High Court of Justice in England and...

This Deed is entered into on the [ insert day ] day of [ insert month ] 20[ insert year ] Parties [ Insert full company name ], incorporated in England and Wales with company number [ insert number ], and whose registered office is at [ insert registered company address ] (the Departing Employer); [ Insert full company name ], incorporated in England and Wales with company number [ insert number ], and whose registered office is at [ insert registered company address ] (the Receiving Employer); and [ [ Insert full name of company ] incorporated in England and Wales with company number [ insert number ] and having its registered office at [ insert registered company address ] OR [ insert individual name(s) ] of [ insert individual address(es) ] ] (the Trustees). Background: (A) [ insert full name of scheme ] (the Scheme) was constituted by an [ interim OR definitive ] deed dated [ insert...

DATE Parties [ [ name ] of [ address ] [ and [ name ] of [ address ] ] OR [ name ] and [ name ] both of [ address ] ] ( Lender [ s ] ) [ [ name ] of [ address ] [ and [ name ] of [ address ] ] OR [ name ] and [ name ] both of [ address ] ] ( Borrower [ s ] ) 1 Definitions For the purposes of this Agreement, the terms below shall have the following meanings: Charge • the security created pursuant to clause 7.1; Default • means: any failure by the Borrower [ s ] to fulfil any of their obligations under this Agreement; or the Borrower [ s or one of them ] [ dying, or ] becoming insolvent, or entering into any form of composition or arrangement with their...