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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:
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Introduction Block exemption rules offer broadly available safe harbours insulating agreements from the UK ban on anti-competitive arrangements in Chapter I (notably section 2) of the Competition Act 1998 ( CA 1998), provided the agreement satisfies the conditions in the relevant block exemption regulation. Each such measure rests on the assumption that any restrictive agreement within its ambit fulfils the four criteria in CA 1998, s 9 that are required for an individual exemption from the application of CA 1998, s 2 (see also, Practice Note: Chapter I prohibition). A block exemption regulation therefore establishes a safe harbour, shielding restrictive arrangements from legal challenge under CA 1998, s 2. Before 1 January 2023, the applicable block exemption for specialisation agreements was Retained Regulation ( EU) 1218/2010, the Retained Specialisation Block Exemption Regulation ( UK Retained SBER), which applied in the UK as EU...
This Practice Note considers the events and circumstances that may bring an agency relationship to a close, and the implications of ending an agency for the parties involved. This Practice Note does not cover the consequences of bringing a commercial agency to an end; for that, see Practice Note: Termination of commercial agency. An agency may conclude by: agreement between the parties another act of the parties operation of law Termination by agreement or act of the parties The parties may end the agency by mutual consent, or either party may treat it as terminated because the other’s conduct amounts to repudiation (see Practice Notes: Termination and expiry of contracts and Repudiation of contract). Written agency agreements should specify any minimum terms and applicable notice periods, identify breaches that entitle termination, and include any particular provisions that apply after notice is served and once...
Background to semiconductors A semiconductor is, at its core, a material with electrical conductivity that can permit or, alternatively, obstruct the passage of electric current. Chips based on semiconductors—seen in devices such as computers, mobile phones and microwave ovens—are typically produced from circular silicon wafers. Intellectual property rights operate to safeguard the semiconductor sector, encompassing electronic circuit boards and the component chips. Semiconductor topography rights The semiconductor topography right sits alongside unregistered design law and is aimed at protecting a particular industrial article, namely, as noted above, the electronic circuit board and the layout of semiconductors. This right entered UK law through the Design Right ( Semiconductor Topographies) Regulations 1989, SI 1989/1100, which implemented European Directive 87/54/ EC and now form assimilated law as EU‑derived domestic legislation. Assimilated law is the term applied to retained EU law ( REUL) that continues in force after the end of 2023. The...
Scope and purpose This Practice Note supports the review and/or negotiation of a warehousing and transport services agreement. It is aimed at a lawyer acting for the customer, as most larger suppliers rely on their own in‑house teams. Reflecting the commercial reality of many such deals, it proceeds on the basis that the supplier has drafted the agreement and that the terms lean in its favour. For a customer‑favourable precedent, see Precedent: Supply of warehousing and transport services agreement—pro‑customer. Sector influences The logistics sector (which covers warehousing and road transport services) is a mature market shaped by prominent trade associations, including the Road Haulage Association ( RHA), Logistics UK (formerly the Freight Transport Association ( FTA)) and the UK Warehouse Association ( UKWA). Many of these bodies issue standard terms for members—typically suppliers of transport and storage services in all forms, such as hauliers,...
This Practice Note outlines when a contract may be treated as void and the consequences that follow. It differentiates void, voidable and unenforceable agreements, and explores voidness arising from: common mistake, a unilateral mistake as to contractual terms where the other party is aware, mistaken identity, non est factum, and statutory avoidance, while also recognising illegality as a distinct category. For a tabular overview of illustrative judgments on contract law since 1 January 2020, see Practice Notes: Contract disputes—illustrative decisions (2026) Contract disputes—illustrative decisions (2024–2025) [ Archived] Contract disputes—key and illustrative decisions (2020–2023) [ Archived] When is a contract a void contract? A void contract is one with no legal effect whatsoever. A contract will be void where: the parties have contracted under a fundamental common mistake one party agrees on mistaken terms and the other party knows of that...
This Practice Note offers practical direction on correctly executing documents when one or more parties to a contract are not physically together, often referred to as virtual signing or a virtual closing. The Law Society has brought together established materials covering: execution of documents by virtual means, use of electronic signatures, its ‘ Tips on how to operate in practice’ concerning virtual execution and the use of e‑signatures, and Q& A on using electronic signatures and completing virtual executions, including ‘ Our position on the use of virtual execution and e‑signature during the coronavirus ( COVID‑19) pandemic’. We have assembled a comprehensive, interactive collection to help users identify and navigate the concepts and common issues involved in executing documents, including by virtual means. Each section or phase contains practical guidance, precedent clauses and Q& As relevant to that stage. For more...
This Practice Note cites Chapter I of the Competition Act 1998 ( CA 1998), the Competition Act 1998 ( Vertical Agreements Block Exemption) Order 2022 ( VABEO), the Digital Markets, Competition and Consumers Act 2024 ( DMCCA), and the Competition and Markets Authority’s ( CMA) guidance on VABEO (the VABEO Guidance). What is a vertical agreement? A vertical agreement is a contract concluded between distinct undertakings operating at separate tiers of the supply chain, for instance a manufacturer and its distributors. A supplier might opt for one or several resellers of its goods or services, across one or more layers of distribution, such as a UK-wide or country/region-specific importer, followed by additional resellers at wholesale and retail levels. All such arrangements amount to vertical agreements. They may span successive stages from manufacture to wholesale and retail within the same supply chain. By their nature, these...
STOP PRESS: From 24 February 2025, the core provisions of the Procurement Act 2023 ( PA 2023) are in effect. Competitions launched on or after that date must proceed under PA 2023, while procurements initiated under earlier regimes — the Public Contracts Regulations 2015 ( PCR 2015), the Utilities Contracts Regulations 2016, the Concession Regulations 2016, and the Defence and Security Public Contracts Regulations 2011 — must continue to be run and administered under those rules. See Practice Note: Key Implications of the Procurement Act 2023 for Construction Lawyers. PCR 2015 as assimilated law PCR 2015 are EU-derived domestic legislation and therefore form assimilated law under sections 2 and 6 of the European Union ( Withdrawal) Act 2018. For practical guidance on the standing and interpretation of assimilated law, see Practice Note: Assimilated law. Scope and application of the Utilities Contracts Regulations 2016 The Utilities Contracts...
ARCHIVED: This Practice Note is archived and no longer updated. It provides an overview of the law, official guidance and practice concerning unfair terms in consumer contracts under the Unfair Terms in Consumer Contracts Regulations 1999, SI 1999/2083, relevant to consumer agreements made before 1 October 2015. For contracts concluded on or after 1 October 2015, see Practice Note: Consumer Rights Act 2015—unfair terms. The Unfair Terms in Consumer Contracts Regulations 1999, SI 1999/2083 ( UTCCR 1999) generally cover agreements between a seller or supplier and a consumer, subject to certain exclusions. A seller or supplier is any person acting in the course of their trade, business or profession, whether in the public or private sector, and may take the form of an individual or a corporate entity. A consumer is a person acting outside their trade, business or profession. The UTCCR 1999...
This Practice Note presents a comparison table outlining the differences and similarities between the US Foreign Corrupt Practice Act 1977 ( FCPA 1977) and the UK Bribery Act 2010 ( BA 2010). For details on the UK BA 2010, see Practice Note: The Bribery Act 2010—an introductory guide. For material on the US FCPA, see Practice Note: US Foreign Corrupt Practices Act ( FCPA). For information on international co-operation and co-ordination between the US and the UK, together with the main considerations when investigating and enforcing potential FCPA breaches, see Practice Note: FCPA internal investigations and enforcement proceedings ( US)... Key aspects US Foreign Corrupt Practice Act 1977 Who does the Act apply to? US companies (incorporated or not), US residents and non-residents acting within the US, US...
Updated in July 2024 Introduction The United States ranks among the world’s most competitive economies. It remains the largest national market, posting an estimated 2020 GDP exceeding US$22.3trn, and performs strongly on the World Bank’s Ease of Doing Business Index. Many overseas businesses choose to build a footprint in the US for persuasive reasons. Chief among these are entry to a powerful economy and cutting-edge technology, coupled with political stability and a mature legal framework supported by established courts, regulators and public authorities. While the US tax system can be intricate, working with a US attorney can make this obligation more manageable. There are multiple options for structuring operations in the US. This guide sets out key matters a new venture ought to weigh before commencing activity in the country. It is not exhaustive, and tailored US legal advice should always be obtained prior to...
ARCHIVED: This Practice Note has been archived and is not maintained. It brings together major milestones on cross-border services between the UK and the EU, as well as a chronology of the UK/ EU talks over their future trade relationship from exit day (31 January 2020) through to IP completion day (31 December 2020). For guidance on how IP completion day affects services trade, see the Practice Notes: What does IP completion day mean for Commercial? and What does IP completion day mean for the supply of services? STOP PRESS: On 24 December 2020, the European Commission and the UK government declared an agreement in principle on the legal framework for the future UK– EU relationship. Announced just a week before IP completion day, the EU– UK Trade and Cooperation Agreement ( TCA), together with related agreements, arrived at the last minute, leaving minimal time to...
On 23 June 2016, the United Kingdom held a referendum on its EU membership, with a majority opting for the UK to leave the EU. On 29 March 2017, the Prime Minister sent formal notice of the UK’s intention to withdraw, setting in motion the Article 50 TEU process. At 11 pm on 31 January 2020 (exit day), the UK’s withdrawal took effect in law and the UK ceased to be an EU Member State. Exit day signalled the close of the Article 50 withdrawal phase and the beginning of a time-limited transition/implementation period, during which the interim arrangements in Part 4 of the Withdrawal Agreement applied. These transitional measures created a standstill period while the UK and the EU set about implementing the Withdrawal Agreement and negotiating the legal terms governing their future relationship, to apply after the transition ended. The EU- UK Trade and...
ARCHIVED: This Practice Note is archived and no longer updated. It brings together the principal developments concerning the import and export of goods between the UK and the EU, alongside a chronology of the UK/ EU negotiations on their future trade relationship, covering the period from exit day (31 January 2020) through to IP completion day (31 December 2020). For information on the effect of IP completion day on the trade in goods, see Practice Notes: What does IP completion day mean for Commercial? and What does IP completion day mean for supply of goods? STOP PRESS: On 24 December 2020, the European Commission and UK government confirmed an agreement in principle on the legal basis for the future UK- EU relationship. Announced just a week before IP completion day, the EU- UK Trade and Cooperation Agreement ( TCA), together with associated...
ARCHIVED: This archived Practice Note sets out details of the Data Protection, Privacy and Electronic Communications ( Amendments etc) ( EU Exit) Regulations 2019, SI 2019/419, together with the Data Protection, Privacy and Electronic Communications ( Amendments etc) ( EU Exit) Regulations 2020, SI 2020/1586, plus salient elements of the EU- UK Withdrawal Agreement and the EU- UK Trade and Cooperation Agreement insofar as they concern data protection. It is no longer updated and is provided for background only. For guidance on continuing divergence between data protection requirements under the GDPR frameworks, refer to Practice Note: Introduction to the EU GDPR and UK GDPR. This Practice Note examines how Brexit affects routine processing of personal data under the General Data Protection Regulation, Regulation ( EU) 2016/679 ( EU GDPR), which took direct effect in the UK and all other EU Member States on 25 May 2018, and,...
This Practice Note presents a concise overview of the principal areas where UK and EU product regulation have diverged since the UK’s departure from the EU on 31 December 2020 ( IP Completion Day). It examines differences relating to product liability, product safety, remedial measures (including product recalls), and standards and conformity marking for general consumer products. Background Before the Brexit transition ended, UK product regulation was largely aligned with the EU, as significant domestic rules on product liability and product safety originated from EU law, including: the Consumer Protection Act 1987 ( CPA 1987), which implemented Directive 85/374/ EEC on liability for defective products (the EU Product Liability Directive or EU PLD) into UK law the General Product Safety Regulations 2005 ( GPSR 2005), SI 2005/1803, which implemented Directive 2001/95/ EC on general product safety (the EU General Product Safety...
This Practice Note outlines the principal UK competition law considerations that arise in distribution and reseller arrangements. It is designed chiefly for commercial and IT practitioners who are conducting their own competition assessment—particularly in‑house counsel without immediate access to specialists—while also serving as a handy reference for competition lawyers delivering comprehensive advice to clients. It covers: a concise summary of the UK regime for vertical agreements; core points to consider in an initial review of a distribution/reseller contract; specific risk areas, with drafting pointers to steer clear of traps. The emphasis is on securing compliance with the UK vertical agreements block exemption—the Competition Act 1998 ( Vertical Agreements Block Exemption) Order 2022 ( VABEO). Overview of the law Chapter I prohibition Distribution and reseller deals fall within section 2 of the Competition Act 1998 ( CA 1998), which bans agreements between...
Everyone knows that value added tax ( VAT) is a levy that pushes up the cost of goods and services purchased by UK consumers. For a tax lawyer, before delving into precisely when it bites and the way it is run, it is vital to appreciate more about what it is intended to achieve. Where does VAT come from? There are numerous varieties of value added or sales taxes worldwide. The UK’s VAT regime stems from the European Union ( EU). The EU’s common framework for VAT is contained in Council Directive 2006/112/ EC of 28 November 2006 on the common system of value added tax (the VAT Directive). It is described as common because it requires EU member states to enact domestic laws giving effect to the system. Nevertheless, within that structure there are several areas where member states may choose whether, and in what...
Vertical agreements Under section 2(1) of the Competition Act 1998 ( CA 98), vertical agreements are banned. The Digital Markets, Competition and Consumers Act 2024 ( DMCC Act) has revised the language in section 2 so that, in specified situations, it captures arrangements carried out beyond the UK. The prohibition covers agreements between undertakings, concerted practices, and decisions of associations of undertakings that have as their object or effect the prevention, restriction or distortion of competition within the UK, or any part of it, and which may influence trade in the UK or a part of it where such agreements, decisions or practices are implemented, or intended to be implemented, in the UK. In all other instances, the ban extends to conduct likely to have an immediate, substantial and foreseeable impact on trade within the UK or a part of the UK. In...
This Practice Note sets out how trade secrets and confidential information are protected in a commercial context, particularly where technical material is concerned. It outlines the Trade Secrets ( Enforcement, etc) Regulations 2018 ( Trade Secrets Regulations), SI 2018/597, and their interaction with the common law action for breach of confidence. This Practice Note also addresses: how breach of confidence intersects with infringement of intellectual property rights and other causes of action the meanings of ‘confidential information’, ‘trade secrets’ and ‘know‑how’, and how these concepts are handled in commercial practice case law on secondary liability, common design and knowledge of breach, together with the position on subconscious use, derivative use and reverse engineering remedies available for breach of confidence, including injunctions, springboard injunctions, damages, account of profits, delivery up and...
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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 ]...
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