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This checklist outlines the principal ISDA documentary points that should be considered during a financing transaction. Term sheet stage If acting for a borrower and specialist hedging advisers are engaged, obtain their input on the term sheet. If acting for a borrower, confirm the total pricing of the deal is clear (covering both the loan and the hedge). A borrower may pick a lender for a low loan margin, only to find that the swap credit spread from the same lender renders the overall economics less appealing than those from another lender. Are the loan and hedging set on an IBOR basis (eg EURIBOR) or on a risk free rate (eg SONIA or SOFR)? Does the lender require a zero floor in its loan? If acting for a borrower, ensure the borrower understands the consequences of any mismatch between this and the hedging documentation. ...
ARCHIVED : This Checklist has been archived and is not maintained . STOP PRESS: From 1 November 2024, the UK’s new securitisation framework took effect, annulling and supplanting the onshored EU legislative regime. Although the UK rules broadly preserve the substance of the prior onshored EU approach, they part company in several notable respects, including scope, risk retention, transparency, due diligence and STS designation. For a side-by-side of the STS criteria under both frameworks, see Practice Note: UK and EU securitisation regimes—comparison. On 17 June 2025, the European Commission issued its long-anticipated review of the EU Securitisation Framework, together with an extensive legislative package proposing amendments to the EU Securitisation Regulation (Regulation (EU) 2017/2402), the EU Capital Requirements Regulation (Regulation (EU) No 575/2013), the EU Solvency II Delegated Regulation (Commission Delegated Regulation (EU) 2015/35) and the EU Liquidity Coverage Requirement Delegated Regulation (Commission Delegated Regulation (EU) 2015/61). Proposed changes to the EU Securitisation Regulation cover, among other matters, risk retention, due diligence, transparency, STS on-balance sheet securitisations and...
What is the background to the call for evidence? Following Chancellor of the Exchequer Jeremy Hunt’s Mansion House address the night before, the DWP launched the call for evidence. Issued in tandem with several other DWP publications, these materials covered a broad spread of topics affecting UK pension schemes. Their shared aim was to boost investment in UK productive finance whilst shielding members’ benefits and giving precedence to a resilient, diversified gilt market. The Chancellor characterised the proposals across the various papers as the ‘Mansion House reforms’. The DWP placed the Response alongside further papers pertinent to DB pension schemes, including: the Autumn Statement 2023, which confirms that the Government will reduce the authorised surplus payments charge, currently payable on a return of surplus to a scheme employer, from 35% to 25% from 6 April 2024; and Call for evidence outcome: Pension trustee skills, capability and culture What was the outcome? ...
Mergers The CMA has issued its interim report and potential remedies following the remittal of its phase 2 review into Spreadex Limited’s completed purchase of the B2C business of Sporting Index Limited, and has provisionally identified competition concerns. Spreadex and Sporting Index both offer fixed odds betting and sports spread betting to UK customers. Spreadex also operates in financial spread betting and casino betting. The firms are the only licensed providers of online sports spread betting services, and the CMA concluded that any remaining out-of-market constraints post-merger—such as unlicensed sports spread betting operators, financial spread betting firms, and sports fixed odds betting providers—are weak...
Vanbo Investments Pte Ltd v ph AG [2026] SGHC 65 What are the practical implications of the case? Pin down the governing jurisdiction clause at the start, right at the outset, without delay, early too. For transactions spread across several contracts, each with its own dispute resolution term, the operative provision turns on the dispute’s ‘pith and substance’—the agreement most closely tied to the claims actually advanced. If the parties meant one clause to regulate the relationship as a whole, a primacy provision (here, a Term Sheet term stating that the Shareholders’ Agreement prevails in any inconsistency) is decisive. Where an exclusive jurisdiction clause applies, the ‘strong cause’ standard is engaged. The case underscores that, once such a clause is operative, the controlling inquiry is whether ‘strong cause’ exists to refuse a stay. The threshold is exacting—mere inconvenience and unfamiliarity with foreign law do not suffice, especially where these were foreseeable when the exclusive clause was agreed. Concern about fragmentation...
At any one time, most practices carry a handful of aged, typically modest, residual balances tied to client matters within the firm. In the normal run of business, handling these residual balances ought to be straightforward, routine housekeeping. On occasion, though, the volume and spread of residual balances is such that a more substantial project is needed to bring them back under firm control. This Practice Note explores practical questions that can confront the project sponsor, eg the COLP or COFA, when initiating a programme to address your firm’s residual balances. It sets out the circumstances that may prompt commencing a project, how best to start and organise the work, and offers pragmatic pointers designed to lighten the project sponsor’s workload considerably. It should be read in conjunction with Practice Note: Residual balances—law firms. In what circumstances will a residual balances project be required? You may have undertaken a residual balance project...
Non-fungible tokens, or NFTs, have surged into prominence in recent years. Sectors from art and gaming to finance and media have adopted them, with brands like Starbucks weaving NFTs into loyalty programmes to show real-world commercial utility and the scope to spread into other fields. They already power everything from event tickets to artworks and digital assets minted and resold in the ‘Metaverse’. This Practice Note reviews the legal and regulatory challenges NFTs have encountered and could yet face, and addresses: Understanding NFTs Using NFTs Dealing with NFTs Intellectual property rights and NFTs Licensing NFTs Are NFTs regulated? NFTs and money laundering NFTs and tax Consumer law and NFTs Advertising regulation Data security NFTs in the court room Key practical questions to be considered in any NFT project Understanding NFTs Real-world applications of NFTs There is a constantly shifting roster of celebrated and notorious NFTs. Beeple’s ‘Everydays: The First...
Margin squeeze Margin squeeze is a form of exclusionary behaviour aimed at rivals, intended to remove them or undermine their viability—either by driving them from the market or by deterring entry at the outset. Where a vertically integrated firm holds a dominant position in an upstream market for a vital input and also supplies that input to wholesale customers who compete at retail, it can have both the means and the incentive to exclude those competitors from the downstream market. The dominant firm compresses retail rivals’ margins by setting a high wholesale charge, a low retail price, or a mix of the two, thereby narrowing the gap between the cost of essential inputs and the price attainable in the retail market. Consequently, the spread between the dominant undertaking’s retail price for the product or service and the wholesale price it levies on its rivals is insufficient to allow an efficient retail rival to compete effectively. This weakening of effective competition downstream can, in turn, result in higher prices, diminished...
1 Introduction 1.1 A pandemic refers to the global spread of a new illness. A viral pandemic occurs when a novel virus emerges and transmits across countries, with most people having no immunity. Examples include the 2009 H1N1 influenza pandemic and the Coronavirus (COVID-19) pandemic from 2020 onwards. 1.2 This pandemic management strategy details [ insert company name ]’s approach to managing a pandemic. The effects of outbreaks on individuals, organisations and wider society can be reduced through effective readiness. This requires a comprehensive plan that is regularly reviewed and refined. 1.3 In light of potential pandemic threats, [ insert company name ] continually monitors risks in the countries where [ insert company name ] already operates. In addition, [ insert company name ] has developed a high-level pandemic management strategy, outlined in this document. 2 Pandemic management team 2.1 A Pandemic management team has been created [ for each jurisdiction in which we operate ] to ensure [ insert company name ] manages its...
Counterparts A counterparts clause is a standard boilerplate provision that permits the parties to a contract to sign separate versions of the same agreement, rather than requiring every signatory to endorse one single document. Although there is no statutory footing for this in Ireland, executing agreements in counterparts is nonetheless common practice. This approach is especially useful where there are numerous parties, or where signatories are spread across different regions or countries and cannot arrange an in‑person completion meeting. If an agreement omits a counterparts clause, that omission may not, of itself, prevent the execution of a counterpart document. Even so, including such a clause is recommended to provide certainty and to forestall any suggestion that the agreement is not binding because it has not been executed correctly. It is also important to distinguish between original counterparts and original duplicates. If all parties sign several copies of the agreement, each signed copy constitutes an original duplicate, not a counterpart, and in that situation the counterparts clause has...
On 23 October 2020, Nesil Caliskan, Chair of the Local Government Association’s (LGA) Safer and Stronger Communities Board, issued remarks about the powers councils require to curb the transmission of coronavirus (COVID-19). Caliskan argued that local authorities should be able to take “rapid action” against businesses that do not put in place appropriate safety measures, adding that he “look[s] forward to hearing more details…over the coming days”. See: LGA seeks tools to combat businesses violating safety measures amid coronavirus (COVID-19)—LNB News 23/10/2020 86. The interventions designed to limit the spread of coronavirus continue to change as government policy tracks how the virus is circulating within communities. To streamline arrangements, a three-tier set of response levels was brought in to manage localised transmission of coronavirus. These regulations took effect in England on 14 October 2020, establishing a three-tier framework of restrictions intended to tackle local outbreaks of coronavirus. The regulations were made under powers granted by sections 45C(1), (3)(c), (4)(b), (4)(d), 45F(2) and 45P of the Public Health (Control of Disease)...