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Gearing meaning

What does Gearing mean?
Gearing describes the extent to which a company is financed by borrowings rather than equity. In legal practice it is considered when assessing capital structure, negotiating financial covenants in loan agreements, and evaluating distributions, acquisitions and restructuring risk. The term is not defined by statute or case law; it is a descriptive financial concept used across the UK and Ireland, and its precise calculation is usually set by contract or accounting policy. The most common measure is the gearing ratio, comparing debt to equity, for example: total borrowings or net debt divided by shareholders’ equity (shareholders’ funds, not just issued share capital), sometimes expressed as a percentage; or debt compared to capital employed or EBITDA, depending on the context. In published accounts under UK GAAP or IFRS, companies may disclose gearing based on net debt to equity. In finance documents, definitions are bespoke (for example, Financial Indebtedness, Net Debt and EBITDA are defined terms), and compliance with gearing or leverage covenants can trigger events of default or restrictions on dividends and acquisitions. Usage and meaning are broadly consistent across England & Wales, Scotland, Northern Ireland and Ireland.
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CHECKLISTS
Digital Markets, Competition and Consumers Act 2024 (UK) subscription contracts: compliance checklist on scope, exclusions, disclosures, free trials, reminders, cooling-off, cancellation, refunds and payment timing

How to use this checklist This Checklist sets out the principal obligations for traders who provide subscription arrangements under the Digital Markets, Competition and Consumers Act 2024 (DMCCA 2024). It addresses which agreements are captured by the subscription regime, how those rules operate for free trials, the pre-contract information to be given, reminder communications, and consumers’ rights to cancel. It also covers cooling-off entitlements and refunds. This Checklist serves as a practical aid to traders gearing up for commencement of the pertinent provisions of DMCCA 2024, Part 4, Chapter 2. DMCCA 2024 secured Royal Assent on 24 May 2024, with some elements taking effect from that day. Nevertheless, the bulk of the significant provisions and duties in the DMCCA 2024 will commence through secondary legislation. The government has set out its indicative schedule for commencement of the substantive elements of DMCCA 2024: DMCCA 2024, Part 4, Chapter 2 is among the final measures to begin, expected at the earliest in Spring 2026, though subsequent government signals indicate the rules...

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NEWS
ESMA’s 2026 agenda: expanded EU supervision of ESG ratings agencies, green bond reviewers, DORA critical third parties, consolidated tape providers (bonds and OTC derivatives), and benchmark administrators

ESMA 2026 workprogramme In its 2026 workprogramme, the European Securities and Markets Authority (ESMA) confirmed that teams are already getting ready to assume fresh supervisory duties, including oversight of consolidated tape providers that will supply a unified electronic stream of price and volume market data. 'Through extensive outreach and preparatory work, ESMA supervisory teams are gearing up to take on these new responsibilities', ESMA Director Natasha Cazenave said in a statement. ESMA’s preparations are already under way now. The regulator added that the broader remit will align with new or updated European rules taking effect across financial services. From 2 July 2026, ESMA will begin registering ESG rating agencies under the new ESG ratings regulation. This framework, enforced by ESMA, sets out how agencies issue environmental, social and governance assessments to gauge companies’ financial exposure to these risks...

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NEWS
Employment law update: ERA 2025 reforms: uncapped unfair dismissal, ET/EAT procedural changes, agency work consultation, NMW rises, pensions NICs cap, union levy repeal, Welsh teachers’ pay, IRLR cases

In this issue: Employment Rights Act 2025 Public sector Pay Pensions Protected characteristics Union status and obligations Employment Tribunals Employment Appeal Tribunal Industrial Relations Law Reports (IRLR)—March 2026 Dates for your diary Trackers Employment resources on Lexis+® LexTalk®Employment: a Lexis®Nexis community Daily and weekly news alerts Employment Rights Act 2025 Uncapped unfair dismissal—why bonus and equity are now central to exit risk Enacted shortly before Christmas, the Employment Rights Act 2025 (ERA 2025) has employers gearing up for its staged roll-out, with some provisions commencing as early as February 2026. A headline change for remuneration is the abolition of the statutory cap on the compensatory award for ordinary unfair dismissal (currently the lesser of 52 weeks’ gross pay or £118,223). The issue is not merely the prospect of ‘higher tribunal awards’. The real movement is commercial: without a statutory ceiling, valuations become driven by the facts, bringing bonus and equity...

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NEWS
UK’s COVID-19 fraud clampdown: PSFA retrospective civil penalties, search and seizure, bank account recovery, and a 12-year limitation period

The government is gearing up to set up a dedicated anti-fraud squad with powers to raid individuals’ properties and to reclaim money held in their bank accounts, signalling the latest push in the fight against coronavirus (COVID-19)-related crime. Proposals heading to parliament as part of the fraud bill would authorise the Cabinet Office’s Public Sector Fraud Authority (PSFA) to impose civil penalties as an alternative to criminal prosecution, widening the tools available to pursue wrongdoing. In addition, the time limit for bringing civil claims against fraudsters would be increased from six to 12 years, doubling the window for action. Arriving less than two months after Tom Hayhoe was named coronavirus corruption commissioner, the package is designed to bolster his ability to investigate suspected pandemic fraud cases. The plans align with the Labour government’s oft-stated commitment to hold to account those believed to have exploited the extraordinary circumstances of the pandemic to secure fraudulent gains through the various financial support schemes that companies and individuals were able to access at the...

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PRACTICE NOTES
England social housing finance for Registered Providers: financial covenants, security valuation (EUV-SH/MV-T), sector-specific terms, interest rate options and Spens break costs

This Practice Note explores the principal legal terms typical of social housing finance and what distinguishes them from financing in other sectors. It focuses on standard financial covenants and other sector‑specific provisions, including events of default, together with terms linked to the availability of long‑term fixed rate interest options. For more on social housing finance transactions, see Practice Notes: Social housing entities entering into finance transactions Key deal structures in social housing finance Taking and enforcing security from social housing entities This Practice Note concentrates solely on private not‑for‑profit providers of social housing registered in England (referred to as ‘RPs’), as they comprise the vast majority of private debt finance raised by housing associations to date. It does not cover providers registered in Wales. Financial covenants—introduction The principal financial covenants in social housing finance are: loan to value gearing interest cover (less commonly) net rental income cover from charged properties Loan...

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PRACTICE NOTES
Law Firm Succession Planning: Clients, People, Structure, Finance and Risk for Growth, Sale, Merger or Orderly Closure

If you fail to plan, you are planning to fail These wise words, commonly ascribed to Benjamin Franklin, are strikingly relevant to the running of law firms today and their ongoing management. Whether your practice is a one-person outfit or a substantial organisation with numerous stakeholders, the underlying challenge does not change in essence. Succession planning is more than plotting for retirement; it is about charting the future of your firm and then gearing up to take the steps required to achieve that vision in reality. Your approach will be shaped by whether your objective is to: grow hold (remain the same) dispose close Once the destination is identified, the succession task becomes far simpler to manage. Plans must always consider clients, people, structure, finance and risk in every case, though the balance will shift according to your chosen path and priorities will inevitably adjust. If closure is in view, retaining staff demands careful handling; by contrast, if expansion...

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PRACTICE NOTES
A-Z glossary of UK corporate restructuring and insolvency: key terms, procedures, enforcement and cross-border issues

This glossary sets out numerous expressions frequently encountered in the restructuring arena. Words appearing in the definitions in bold are explained in other entries in this glossary. For further banking terminology, see the principal Banking & Finance Glossary. Restructuring glossary—A Acceleration: Acceleration means the agent, acting on directions from the majority lenders after an event of default, takes formal action, for example calling for early repayment of the facility. Ad-hoc committee: A temporary creditors’ group (often contrasted with a formal committee) that lacks any entitlement to official recognition. Administration: A process under the IA 1986 in which a financially distressed company is operated by an administrator as a going concern before longer-term outcomes, such as break-up and sale, are pursued. Administrator: An Insolvency Practitioner named by the court, a Qualifying floating charge holder, the directors or the company, to take control and fulfil one of the purposes in IA 1986, Sch B1. Administrative receivership: Arises when a company breaches the terms of...

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