Featured documents
This Practice Note outlines the law concerning criminal recklessness. The subjective test for recklessness Certain statutory and common law offences allow the prosecution to prove mens rea through ‘recklessness’. Put simply, recklessness is where the accused takes an unjustified risk that results in unlawful harm or damage. The House of Lords in R v G reaffirmed the subjective approach to recklessness. Before R v G, two distinct tests were used, depending on the offence charged: Subjective recklessness from R v Cunningham: the prosecution had to establish that the accused personally foresaw the risk. Objective recklessness from R v Caldwell: the prosecution only needed to show that the risk would have been obvious to a reasonable person, without proving the accused themselves foresaw it. In R v G, the House of Lords concluded that the objective test could operate unfairly where a defendant did not foresee the
This Practice Note examines the remedy of rescission, explaining when and in what manner a contract can be unwound (at common law, in equity and under statute) and thereby terminated and brought to an end. It covers the consequences and effects of rescission, the principal grounds for setting aside an agreement (misrepresentation, mistake, undue influence, duress, non‑disclosure, fiduciary misdealing and bribery) and the main obstacles to claiming rescission—affirmation, the intervention of third‑party rights and the impossibility of restitution. For further guidance on rescission in the context of misrepresentation, see Practice Note: Misrepresentation—rescission as a remedy. There are many ways in which a contract may reach its end; see: Terminating contracts—how and when a contract ends—overview for a brief and accessible summary, with links to the related further practical guidance, including Practice Note: Termination and expiry of contracts. For a table
What is a res judicata? A res judicata is a determination by a court or tribunal with jurisdiction over the cause of action and the parties, which finally disposes of the issues decided so they cannot be litigated again by those bound, save on appeal. Final judgments entered by default or by consent fall within this concept, whereas rulings on purely procedural points and any decision lacking finality do not. The doctrine’s aim is to bring litigation to an end and shield parties from being harassed by the same dispute twice. in personam—binds the parties and their privies in rem—binds all persons, privy or otherwise (ie a judgment binding the whole world) A party may rely on res judicata: as an estoppel to defeat an opponent’s claim or defence; and/or as the basis of their own claim or
The offence of causing grievous bodily harm with intent Wounding or causing grievous bodily harm (GBH) with intent can be tried solely in the Crown Court on indictment. Elements of the offence Under the Offences against the Person Act 1861 (OATPA 1861), the prosecution must establish that the defendant unlawfully and maliciously: wounded with the intention of causing GBH, or caused GBH with that intention, or wounded intending to resist or prevent the lawful arrest or detention of any person, or caused GBH intending to resist or prevent the lawful arrest or detention of any person ‘Unlawfully’ and ‘maliciously’ Unlawfully The wounding or causing of GBH must be unlawful. Such conduct may be lawful if used: in self-defence in defence of another in defence of property for the prevention of crime where the victim gave express or implied consent For further information on these defences, see below:
Most recent Practice notes
Project finance is a versatile approach to funding. For broader background on project finance, see Practice Note: Introduction to project finance. It can be deployed to fund almost any asset so long as the asset delivers a predictable income stream, because in a standard project finance arrangement, lenders place significant reliance on the revenues the project generates to repay the debt. This Practice Note outlines some of the more common applications of project financing, with a brief summary of a few notable issues that arise with each project type. Differences between project finance and asset finance Both project finance and asset finance involve funding assets, but the nature of the assets typically differs and the structures used are not the same: in asset finance, the asset in question is usually equipment such as aircraft, ships or rolling stock (rather than facilities such as...
Commercial bank lending remains the customary way to fund most schemes in the UK and overseas, but when liquidity in the market tightens, sponsors are more likely to consider alternative funding routes. One such alternative is the bond market. What is a project bond? A bond is a form of debt security, and a debt security is a document that evidences a borrowing or an investment (see Practice Note: Key features of the debt capital markets— What is a debt security?). A project bond is issued to finance all, or a portion, of a project. Project bonds can be used: as the sole funding source for a project as one element within a broader funding package, eg alongside bank debt to refinance existing bank facilities for a project, typically after construction (see Practice Note: Project finance—meaning of completion and its effect) Why would a sponsor finance a project with a bond...
This Practice Note outlines the common law doctrine of privity of contract; the equitable and statutory exceptions to it; how the doctrine bears on enforcing a contract against a non-party; and what occurs where, despite no privity, a contract has an indirect impact on a third party. For guidance on contracts and third parties more broadly, and on the Contracts ( Rights of Third Parties) Act 1999 ( C( RTP) A 1999), see the following Practice Notes: Contracts and third party rights Third party rights—the Contracts ( Rights of Third Parties) Act 1999 What does privity of contract mean? ‘ Privity of contract’ is a common law doctrine that provides a person cannot: enforce the benefit of a contract to which they are not a party, or be liable for any obligation under such a...
This Practice Note sets out guidance on the limitation periods for breach of contract claims under the Limitation Act 1980 ( LA 1980). It should be read alongside the following Practice Notes: Limitation Act 1980—general application, which details the core principles for calculating limitation periods pursuant to LA 1980, including when time begins to run and when it stops Limitation—the principal limitation periods, which provides an overview of the key limitation periods for disputes. In addition to high-level material relevant to breach of contract claims, it may assist with other claims that could apply concurrently on the facts For more general guidance concerning breach of contract and debt claims, see: Contractual breach damages and remedies—overview Debt...
Lending to high-net-worth individuals ( HNWIs) Lending to HNWIs is not the same as financing corporate bodies, especially group structures. Unlike standalone corporate borrowers, HNWIs take on debt in a personal capacity (even where an SPV is interposed), with collateral typically comprising a blend of private and other assets (such as property, investment portfolios and luxury collectibles like art), rather than cashflow from trading operations. This Practice Note sets out introductory guidance on the principal considerations when advancing funds to HNWIs and signposts further, more detailed material. It outlines prevalent deal structures and highlights documentary points and headline legal issues. For deeper analysis on lending to individuals, and on obtaining security and personal guarantees in relation to the matters flagged in this Practice Note, see the following Practice Notes: Key issues for lenders when dealing with an individual in a commercial finance...
Ratings outlooks and watch-lists Among the leading credit rating agencies ( CRAs) are Moody’s Investors, Standard & Poor’s ( S& P) and Fitch Ratings, which carry out periodic reviews of assigned ratings. They also publish rating outlooks—opinions on the likely direction of a rating over the medium term (typically the next 6 to 24 months)—which may be: positive negative stable developing or evolving An outlook usually explains the rationale and the possible scale of any change; in most cases, outlooks are stable. If an issuer’s credit profile is weakening and a payment default is anticipated, it may be moved to a negative outlook or placed on negative watch to signal that a downgrade could follow. Receiving a negative outlook or being added to a watch-list is not, in itself, a rating action, but it can foreshadow...
This Practice Note sets out guidance on bringing claims in the Financial List, as well as transferring claims into and out of that List, covering which cases qualify, the procedural framework ( CPR 63A and CPR PD 63AA), the forms to use, the Financial List Guide, the Users’ Committee, and the judges nominated to sit in the List. It also explains the financial markets test case scheme, which offers a mechanism to resolve market questions where there is no earlier English authoritative precedent. For general assistance on commencing a claim or a counterclaim, see: Starting a claim or counterclaim—overview. What is the Financial List? The Financial List is a specialist list of the High Court that took effect on 1 October 2015, created to address complex financial markets disputes that are of high value, that raise market issues, or both. An...
The use of invoice discounting and factoring of receivables as business finance has expanded markedly in the UK over the past 25 years. Introduction to receivables purchase transactions Invoice discounting and factoring fall within receivables purchase arrangements under which a supplier of goods and/or services (often called the seller or the supplier) transfers, typically by way of assignment, debts owed to it by the purchaser of those goods and/or services (commonly referred to as the buyer or the account debtor), usually together with all associated rights. These receivables purchases are frequently completed at a discounted purchase price. That said, receivables can also be acquired for an amount equal to their face value, with the supplier paying the purchaser a purchase fee. For a variety of reasons, suppliers may opt to sell receivables (on a no recourse or limited recourse basis) in preference to...
This Practice Note explores the operation of the Hague Convention on Choice of Court Agreements when jurisdictional questions arise in practice. It reviews the varieties of jurisdiction clauses and assesses whether they fall within the Convention’s scope. It then explains the duties placed on the court named in an exclusive jurisdiction clause (the chosen court), together with the responsibilities of courts seised where they are not the designated forum (non‑chosen courts). The Practice Note also addresses the availability of anti‑suit injunctions under the Convention and how the Convention is applied in disputes involving multiple parties and interests. It should be read in conjunction with Practice Notes: Hague Convention on Choice of Court Agreements—application by contracting states and Hague Convention on Choice of Court Agreements (jurisdiction and enforcement)— Brexit considerations. An explanatory report on the Hague Convention on Choice of Court...
Why are lenders concerned about environmental risk? An expanding body of environmental legislation has reshaped how lenders view environmental risk, and, in general, prompted them to adopt a tougher, more cautious stance overall......
ARCHIVED : Practice Note on cryptoassets for dispute resolution lawyers This archived Practice Note surveys court rulings on cryptoassets (cryptocurrencies, NFTs), smart contracts and digital securities covering 2018–2025. It is no longer maintained and is provided for background only. For matters from 2026 onwards, see Practice Note: Cryptoassets for Dispute Resolution lawyers—illustrative decisions (2026). As cryptoassets and smart contracts evolve, legislators are likewise examining how best to facilitate the resolution of disputes arising from these novel technologies. The Note sets out, in a concise tabular overview, key and illustrative decisions of the courts of England and Wales concerning cryptoassets (cryptocurrencies, non-fungible tokens ( NFTs)), smart contracts and digital securities. For general guidance on cryptoassets for dispute resolution lawyers, see: Practice Note: Cryptoassets for Dispute Resolution lawyers Issues in cryptoasset related civil...
STOP PRESS: The Loan Market Association ( LMA) has issued revised and updated editions of the standard terms and conditions for Par and Distressed Trade Transactions, the complete set of Funded Participation and Risk Participation Agreements, and the Secondary Debt Trading Documentation User Guide, effective from 17 March 2026. Changes comprise the elimination of LIBOR mentions, updates to IBOR rate definitions and to the Target2 definition, together with refreshed ERISA representations that incorporate further exemptions to the prohibited transaction rules under ERISA and the US Internal Revenue Code. These materials are available solely to LMA members via the LMA’s Documentation Hub. In London, secondary debt trades are generally recorded using recommended-form documents produced by the Loan Market Association ( LMA), and this Practice Note proceeds on the basis that the parties to the secondary trade have agreed to use those forms for...
Loan Market Association investment grade facilities agreement This commentary draws on the Loan Market Association ( LMA)’s recommended LMA Multicurrency Term and Revolving Facilities Agreement that incorporates Term SOFR (the LMA facilities agreement). The LMA provides various precedent loan agreements for investment‑grade deals, and single‑currency forms may suit a particular transaction better—the commentary can nonetheless be applied in that context. The provisions in the LMA facilities agreement, and in the LMA’s other precedent forms, are drafted on the basis of a series of assumptions. It is essential to recognise these, as amendments will usually be required where any assumption does not hold true. For further detail on those assumptions, see Practice Note: Loan Market Association investment grade documentation. That Practice Note also outlines the range of LMA‑recommended investment‑grade facility agreements and indicates the circumstances in which each is appropriate. In addition, the LMA publishes...
What does this Practice Note cover? This Practice Note sets out the concept of fungibility and its practical importance for additional issuances of debt securities. When are debt securities fungible? Debt securities, and other assets, are fungible when they are largely indistinguishable and can be exchanged freely for trading purposes. Fungibility is a fundamental attribute of debt securities issued on the same date as part of a single series. Such instruments are, as a rule, issued on identical terms and are interchangeable for all purposes. When the securities are traded, the seller can complete settlement by delivering the traded nominal amount of the securities, with no need to deliver any specific individual securities. Without this characteristic, trading the securities would be practically impossible. For information on trading debt securities, see Practice Note: UK Debt...
This Practice Note sets out what social housing entities in England are, how they are supervised, and the regulatory, corporate and charity law considerations to take into account when such organisations enter into finance transactions. It does not address providers of social housing that are registered in Wales. For further details on social housing finance transactions, refer to these Practice Notes: Key deal structures in social housing finance The key financing terms in social housing finance Taking and enforcing security from social housing entities Nature of social housing entities In England, the vast majority of housing associations that obtain private funding are regulated as ‘ Registered Providers’ of social housing, meaning they are entered on the register kept by the Regulator of Social Housing in England. Registered providers in England are grouped into private providers and local authority providers. Private...
This Practice Note examines the need for a false statement of fact to ground an actionable misrepresentation. For the other essential components of a misrepresentation claim, see the following Practice Notes: Misrepresentation—what is inducement? Misrepresentation—falsity (fraudulent, innocent or negligent misrepresentation) For guidance on the closely related cause of action in deceit, see Practice Note: The tort of deceit. Key elements of an actionable misrepresentation the representee relied upon a factual assertion made to them by the representor or someone acting on their behalf the representor intended that statement to encourage the representee to enter the contract the statement did in fact induce the representee to contract the statement had the status of a representation the representation was untrue Where damages are sought (whether in addition to, or instead of, rescission), the representee must also show that the...
This Practice Note provides overarching guidance on approaching document drafting and clarifies the sense of commonly used expressions in legal documents. It also examines how the courts approach the construction of contracts, surveys case law on contractual interpretation, and supplies practical pointers for drafting commercial agreements. The fundamentals of good drafting Well-prepared documents share several consistent qualities. They are: legally enforceable clear well-organised accurately reflect the agreement between the parties Drafting technique and language choice are crucial to meeting those aims. The following principles are worth keeping in mind and offer a practical baseline for consistent drafting. Singular versus plural It is generally preferable (and simpler) to state general propositions in the singular. For example, 'the Obligors must not create any security' may prompt the argument that the curb operates only on the Obligors collectively. A clearer prohibition is 'no Obligor may create any...
This Practice Note considers issues to address prior to, and at the point of, accelerating a loan. It discusses: what is meant by acceleration the circumstances in which lenders may accelerate alternatives to acceleration risks and legal considerations relating to acceleration What is meant by acceleration? In the lending context, ‘acceleration’ describes a declaration—customarily by notice—by a lender (or, in a syndicated facility, the lenders) that the loan (together with certain other borrower liabilities under the loan) must be repaid ahead of time, ie before the agreed repayment date. Early repayment will typically only be capable of being required by the lender(s) in specified circumstances. Those circumstances are set out in the loan agreement and are termed ‘events of default’. The acceleration clause is generally found after the list of events of default in a loan agreement and should be examined...
This Practice Note offers hands-on guidance on correctly signing simple contracts and deeds for limited partnerships established under the Limited Partnerships Act 1907 ( LPA 1907). We have created a collection that serves as a thorough, interactive tool enabling users to pinpoint and navigate the concepts and recurring issues arising on document execution. Each stage or step contains practical guidance, model clauses and Q& As pertinent to that part. For further details, see: Execution collection. Background Limited partnerships are a distinct form of partnership regulated by LPA 1907, which expressly retains the provisions of the Partnership Act 1890 ( PA 1890) and the equitable and common law rules applicable to partnerships, save where they conflict with the express terms of LPA 1907. Limited partnerships are extensively used in private equity and venture funds as investment fund vehicles. For broader background on limited...
In aircraft finance transactions, lenders take security as a means of credit enhancement to raise the likelihood that their loan will be repaid in full if the borrower becomes insolvent or falls into payment default. Important considerations for lenders taking security are: the validity and enforceability of the security in whichever jurisdiction the aircraft is situated at the relevant time the security ranking in priority ahead of the borrower’s other creditors, with the aircraft ring-fenced for the secured lender’s benefit the charged assets not being susceptible to claw-back in any insolvency proceedings of the borrower Another reason lenders take security over aircraft is the Basel framework (implemented by the EU Capital Requirements Regulation ( Regulation ( EU) 575/2013) ( EU CRR)), which requires in-scope banks to have legally effective and enforceable security over the aircraft in all relevant jurisdictions if they wish to use that security to reduce the risk...
Popular documents
When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...
This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...
Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...
Discover more from LexisNexis
