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
This Practice Note examines how the Money Laundering, Terrorist Financing and Transfer of Funds ( Information on the Payer) Regulations 2017, SI 2017/692 ( MLRs) apply to financial services firms. It includes: a high-level outline of the legislation guidance and regulatory expectations linked to the MLRs the MLRs’ obligations relating to: risk assessments, policies, controls and procedures staff training customer due diligence ( CDD), including enhanced due diligence ( EDD) and simplified due diligence ( SDD) beneficial ownership information, the UK register of trusts, and reporting discrepancies in registers the statutory framework of the MLRs—background and reform Key points Key points to note: the MLRs span a broad range of...
For comprehensive and authoritative commentary on regulating, consenting and incentivising the net zero energy transition under the law of England and Wales, see Collinson and Hockman on Energy Law: Regulating, Consenting and Incentivising the Energy Transition. That textbook provides thorough, in‑depth analysis of topics addressed in this Practice Note. How are renewable energy projects typically structured? In most renewable generation schemes (particularly where project finance features), a special purpose vehicle ( SPV) is formed to hold the assets and to enter into the key project contracts. Construction and operations are usually contracted out, and financiers may insist that main contractors sign direct agreements, deferring termination rights so the funders can exercise step‑in rights (these arrangements are not depicted in Diagram A below). That position will almost invariably apply where the renewable project is project financed. For additional practical guidance on financing energy, power and...
Loan market and developments Consumer lending to Spain’s private sector has remained on a steady course overall, reaching €181.46bn in December 2024. This sits close to the long-term average of €187.53bn recorded from March 2007 to December 2024, pointing to a stable yet lively lending environment. This trend reflects a market that remains resilient and active. Strong growth is anticipated in 2025 and 2026, supported by Spain’s broader economic upswing. GDP expanded by 3.2%, helped by a services‑led economy, limited dependence on energy‑intensive activities, and a reviving tourism industry. Credit financial institutions continue to gain ground, especially within Buy Now Pay Later ( BNPL) offerings. Spain’s BNPL segment, having grown robustly between 2021 and 2024, is forecast to rise by 11.6% in 2025, reaching US$8.91bn. From January to March 2025, credit extended by financial institutions has been broadly unchanged, while fixed interest rates have edged...
This Practice Note outlines several frequently encountered assignment situations and the principal points to bear in mind when dealing with them, including intra-group transfers, the assignment of debts, and warranties. For insight into the requirements for a valid contractual assignment, see Practice Note: What constitutes a valid assignment of a contract? For practical and commercial factors relevant to assigning contractual rights, see Practice Note: How to assign rights under a contract. Intra-group assignment Companies within a group commonly wish to be able to transfer contractual rights between entities without obtaining consent, as a matter of internal flexibility. This can be particularly relevant where an assignee may later cease to belong to the assignor’s group. In such circumstances, the assignee might be required to assign the rights back to the assignor, or to another member of the assignor’s group, immediately on ceasing to be part of the...
This Practice Note examines how supranational bodies—including the International Organisation of Securities Commissions ( IOSCO) (the international body that brings together the world’s securities regulators), the Financial Stability Board ( FSB) and the Basel Committee on Banking Supervision ( BCBS) (the primary global standard setter for the prudential regulation of banks)—approach the regulation of cryptoassets. It also outlines the meaning of cryptoassets and the distinct challenges they pose for regulators. For EU material, see Practice Note: EU regulation of cryptoassets. For the UK position, see Practice Note: UK regulation of cryptoassets. Read this alongside Practice Note: Web 3.0, digital assets and cryptoassets—essentials, which covers: What are cryptoassets? Common terms associated with cryptoassets Development of cryptoassets Characteristics of cryptoassets Considerations for businesses looking at cryptoasset technology Cryptoassets, the smart contract and ICOs Disputes involving cryptoassets Regulation of...
Commercial letters of credit Commercial letters of credit (often called traditional letters of credit or L/ Cs) operate as a means of payment in both cross-border and domestic trade. For a general overview of commercial letters of credit, see Practice Note: Characteristics of commercial letters of credit. In its most straightforward form, a commercial letter of credit is a bank’s promise (the issuing bank) to pay the beneficiary (usually the seller) a fixed amount within a stated period when stipulated documents are presented in compliance with the credit’s terms—for example, the shipping paperwork for the goods sold to the buyer. There are multiple variants of commercial letters of credit, each bringing particular benefits and drawbacks. From a seller’s perspective, where payment under a sale contract is to be made by letter of credit, irrevocable, confirmed credits with payment at sight are the most...
When a charity plans to: mortgage (or re‑mortgage on revised terms) property it owns buy property with mortgage funding, or grant a charge to secure other liabilities the charity trustees must address several considerations and complete certain further steps. Here, ‘charity trustees’ means those who have overall control and manage the administration of the charity (for example, the directors of a charitable company or the officers of a charitable unincorporated association). Power to mortgage The charity must have authority to borrow and to charge its property as security for that borrowing. This authority may be expressly included in the charity’s governing document. If no express power exists, a sufficient power may arise: under the Trusts of Land and Appointment of Trustees Act 1996, s 6(8), which grants trustees of land ‘all the powers of an absolute owner’ (including the ability to borrow money and...
ARCHIVED: This Practice Note has been archived and is not maintained. This archived Practice Note is no longer updated. It outlines the Loan Market Association ( LMA)’s method for calculating interest in its LIBOR-based facility documentation. It reviews the interest calculation clause—covering margin, the London Interbank Offered Rate ( LIBOR), the Euro Interbank Offered Rate ( EURIBOR) or another benchmark, plus mandatory costs—before concentrating on how the benchmark rate (such as LIBOR) is derived. How LMA documents define and compute LIBOR, EURIBOR or an alternative benchmark, including calculation of the Screen Rate—see Definition of LIBOR, EURIBOR and Benchmark Rate in LMA documents and Definition of Screen Rate in LMA documents Drafting implications of ICE Benchmark Administration Limited assuming responsibility for administering LIBOR Drafting effects of the ICE LIBOR Error Policy and the Euribor Intraday Refixing Policy, which set out refixing and...
What does this Practice Note cover? This Practice Note outlines the principal provisions that apply to both the 1992 ISDA Master Agreement ( Multicurrency— Cross Border) (the 1992 Agreement) and the 2002 ISDA Master Agreement (the 2002 Agreement), together with their accompanying schedules. Unless indicated otherwise, any reference here to the master agreements (the ISDA master agreement) should be read as a reference to both the 1992 and 2002 Agreements. For a comparison of the two forms, see Practice Note: ISDA documentation—comparison of the 1992 and 2002 master agreements; for the broader ISDA documentation framework, see Practice Note: Derivatives— ISDA documentation framework. The key concepts underpinning the ISDA master agreement The ISDA master agreement rests on three core concepts, outlined briefly below: single agreement flawed asset close-out netting Single agreement Under ISDA’s documentation architecture, every derivative transaction between a pair of...
Updated for the UK by the Practical Guidance Team. A debtor-in-possession ( DIP) is required to run the enterprise, act as a fiduciary or trustee for the bankruptcy estate, and put forward a reorganisation proposal that creditors can accept. These responsibilities are supported by the DIP’s management team, its board of directors, and appointed insolvency solicitors. Advisers should be aware that where the Bankruptcy Code refers to acts of the trustee, those provisions equally cover the DIP while the debtor controls its operations and no trustee has been installed to administer the estate. In broad terms, a voluntary Chapter 11 case proceeds through a comparable, standard sequence of steps......
STOP PRESS: ECCTA 2023 introduces identity verification for anyone submitting filings at Companies House—the reforms are expected to become compulsory in Spring 2026. For further information and indicative timing, see: Registering security at Companies House— Changes under ECCTA 2023. The scope of this Practice Note This Practice Note sets out how to register at Companies House charges created by the following entities: a company incorporated under the Companies Act 2006 ( CA 2006) (a ‘ UK company’), or a limited liability partnership incorporated under the Limited Liability Partnerships Act 2000 ( LLPA 2000) (an ‘ LLP’) This Practice Note should be read in conjunction with the following Practice Notes: Registering security at Companies House, and Problems with registering security at Companies House—what to do next For the purposes of CA 2006, Pt 25 ( Company Charges), the term ‘charge’ includes a mortgage;...
Trend towards environmental, social governance or sustainability reporting The phrases sustainable business, corporate responsibility ( CR), corporate social responsibility ( CSR) and environmental, social, governance ( ESG) are used across business and legal settings. Broadly, they describe organisations embedding responsible conduct into everyday operations. CSR has traditionally focused on accountability, yet its outcomes were difficult to quantify. That is shifting under the ESG lens, where impacts are increasingly measurable—and therefore simpler to disclose—with CSR often viewed as a forerunner to ESG. Growing numbers of companies recognise that mere legal compliance may no longer suffice to guard against legal, regulatory or reputational exposure; aligning with voluntary standards and reporting frameworks can help mitigate these risks. The drive for transparency and accountability through corporate governance and sustainability disclosures has reignited attention on the ‘triple bottom...
Corporate transparency reform—company registers The people with significant control ( PSC) register supplies clearer, up-to-date details on who ultimately owns and directs companies and other entities, with this data publicly accessible on the central register maintained by Companies House. It assists investors when weighing up potential investments in a company, and it also aids law enforcement bodies in investigating money laundering. The regime came into force on 6 April 2016 under Part 21A of the Companies Act 2006 ( CA 2006), inserted by Schedule 3 to the Small Business, Enterprise and Employment Act 2015. For simplicity, this document uses ‘company’ and ‘companies’ to describe entities required to keep a PSC register. See Practice Note: PSC register—the people with significant control regime for an overview of the whole PSC regime. ECCTA 2023 amends CA 2006 to abolish the obligation on a company to maintain its own...
ARCHIVED: This Practice Note has been archived and is no longer maintained. Introduction to the Energy White Paper On 14 December 2020, the Department for Business, Energy and Industrial Strategy ( BEIS) released the long-anticipated Energy White Paper. It builds on policy pledges in the Prime Minister’s ten-point plan for a Green Industrial Revolution (the ‘ten-point plan’) and the National Infrastructure Strategy, both issued in November 2020, and sets out how the UK plans to reach net zero by 2050. BEIS suggests the measures within could cut emissions across power, industry and buildings by up to 230 Mt CO2e to 2032 and sustain up to 220,000 jobs each year by 2030. For further details on the ten-point plan and the National Infrastructure Strategy, see: LNB News 18/11/2020 25 and News Analysis: The National Infrastructure...
When a business begins to show signs of financial strain, its directors should respond promptly if they hope to deliver a successful restructuring. Timelines differ from deal to deal, and will usually lengthen where the transaction is complex, numerous stakeholders are involved, or multiple jurisdictions are in play. Nevertheless, the broader pattern is that restructurings are concluded more swiftly as participants become familiar with reviewing the range of options......
This Practice Note outlines the structure and substance of a prospectus prepared under the UK public offers and admissions to trading regime that commenced on 19 January 2026. It addresses (1) the overarching content obligations for a prospectus, (2) the constituent elements of a prospectus compiled as a single document or as multiple documents, (3) the baseline information standards, (4) the mechanism of incorporation by reference, and (5) the simplified disclosure route for secondary issues. This Practice Note concentrates on matters most pertinent to the debt capital markets. In summary A fresh regulatory framework for public offers and admissions to trading of securities in the UK, setting out when a prospectus is needed and what it must contain, took effect on 19 January 2026, supplanting the earlier regime derived from EU law. From 19 January 2026, Assimilated Regulation ( EU) 2017/1129 (the UK...
What is a security agent? The security agent plays a pivotal role in syndicated transactions. In a syndicated loan, the security agent (often referred to as the ‘security trustee’) holds the transaction security on trust for the lenders and any other secured creditors, including hedging counterparties. Although commonly labelled a security agent, the function is not an agency role but a trusteeship. Using a trust structure to hold the transaction security offers significant benefits in syndicated lending, where the creditor group usually shifts over time as lenders transfer their loans to new lenders (see Practice Note: Introductory guide to loan transfers). The key advantages are as follows: the trust structure removes the need for security to be granted separately to each creditor, which can be costly and time‑consuming; and the security is vested in the security trustee for the benefit of the...
This Practice Note sets out key points on granting security over assets held by charities. It gives a succinct outline of: the legal and non-legal structures that a charity may take taking security over land held by a charity negotiation and drafting points practical considerations registration and enforcement of security Structures for charities The term ‘charity’ does not describe a specific legal vehicle; rather, it is a legal status that can attach to many types of organisation. Routes for charities to grant security vary with their constitution, particularly whether they are incorporated (and so possess legal personality) or unincorporated. If you are uncertain about a charity’s structure, a search of the Register of Charities on the Charity Commission website should confirm its legal form. You can also check if a charity is a charitable company listed at Companies House by looking up the charity’s name on the Companies...
For additional practical guidance on solar projects, including perspectives from multiple jurisdictions, see the textbook Solar Power: A Practical Handbook. What is solar PV? Photovoltaic ( PV) technology converts solar energy into electrical power. The term ‘photovoltaic’ is formed from: photo, taken from the Greek for light, and volt, the unit of electromotive force, linked to electricity pioneer Alessandro Volta PV materials transform light energy into electrical energy, as demonstrated in 1839 by French physicist Edmond Becquerel, who showed that sunlight could generate an electric current within a solid. It was more than a further century before scientists established that the photoelectric, or photovoltaic, effect enables certain materials to convert light into electricity at the atomic scale. PV technology components Cells and modules Typically, PV systems are made up of PV cells, usually comprising one or two layers of silicon or similar materials, connected in series to form...
ARCHIVED: This Practice Note was archived and is not maintained. Leveraged finance arrangements are frequently supported by multiple funding streams. Equity and senior debt are the norm; where further funds are required, mezzanine or other junior debt (for example, second lien, payment-in-kind ( PIK) or high yield notes) may be added. Mezzanine is so named because it sits behind senior debt but ahead of equity in priority. For additional detail on typical structures and financing options, see Practice Notes: Structure of a buy-out and Sources of finance. Practice Note: Introductory guide to acquisition finance provides a primer on acquisition finance, and the Glossary of acquisition finance terms and jargon defines commonly used expressions. This note offers introductory guidance on: the mezzanine facility agreement methods by which mezzanine debt can be subordinated to senior debt key intercreditor agreement points for senior and mezzanine...
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
