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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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FORTHCOMING CHANGE: The Finance Bill 2025–26 proposes that, from 6 April 2027, unused pension funds and death benefits will be treated as part of a deceased member’s estate, and thereby fall within the inheritance tax ( IHT) regime. These rules will not extend to death-in-service benefits paid to active members in relevant employment, nor to a dependant’s scheme pension (meaning a DB scheme spouse’s or dependant’s pension). The standard exemptions, including those for spouses and civil partners, will continue to apply. Personal representatives will be chiefly responsible for paying any IHT arising. For further information, see the following: Practice Note: Inheritance tax and pensions News Analyses: HMRC— Reforming inheritance tax—unused pension funds and death benefits HMRC confirms new IHT rules on unused pension funds to apply from 6 April 2027 HMRC policy paper: Inheritance Tax: unused pension funds and death...
This Practice Note outlines and critiques the restrictions that arise when advice is provided to an individual who wishes to move from a defined benefit ( DB) occupational pension scheme to a manner of defined contribution ( DC) arrangement. It concentrates on what amounts to suitable independent advice, identifies which persons are authorised to deliver advice, and explains the Financial Conduct Authority ( FCA) requirements placed upon those persons. The need to take advice Since 6 April 2015, members holding safeguarded benefits—broadly, DB entitlements—valued at £30,000 or more must obtain advice from a professional, independent financial adviser (described by the FCA as a Pension Transfer Specialist) if they intend to surrender safeguarded benefits in favour of flexible benefits—broadly, DC entitlements—whether by transferring them to a flexible benefit scheme, converting benefits into flexible benefits, or receiving them as an...
Why do you need to obtain a CSOP valuation? When granting a company share option plan ( CSOP) option, you must determine the market value of the underlying shares to ensure that: the exercise price complies with CSOP statutory rules, meaning it is not manifestly below their market value (disregarding any restrictions) at the grant date, or at an earlier point agreed with an HMRC officer—for more detail, see The CSOP exercise price below the CSOP maximum individual limit is not breached, which restricts any person to holding no more than £60,000 of unexercised qualifying CSOP options—for how this is worked out, see The CSOP individual limit below In addition, once a CSOP option has been granted, the shares’ market value may still be relevant where: the exercise price fails to satisfy the above requirements (which may give rise to tax—see...
Qualifying R& D expenditure (pre-1 April 2024) This Practice Note sets out the scope of qualifying expenditure for two R& D relief schemes, each subject to detailed commencement and transitional provisions: the research and development relief for small or medium-sized enterprises ( SMEs) for accounting periods beginning before 1 April 2024—see Practice Notes: SME R& D relief—additional deduction (pre-1 April 2024) and SME R& D relief—tax credit (pre-1 April 2024); and the R& D expenditure credit scheme applying to accounting periods beginning before 1 April 2024—see Practice Note: R& D expenditure credit (pre-1 April 2024). Together, this Practice Note refers to these as the pre-1 April 2024 schemes. For information about the reliefs generally applying to accounting periods beginning on or after 1 April 2024, see Practice Notes: The merged R& D expenditure credit (post-1 April 2024) and Enhanced relief for R&...
Charge to UK corporation tax on property income The charge to UK corporation tax extends to profits arising from both UK and overseas property businesses, and this Practice Note concentrates on how that charge applies in relation to income. A property business is one that derives income from land, and broadly covers every transaction undertaken with that aim and purpose. A UK-resident company is generally within corporation tax on the profits of its UK and overseas property businesses, except to the extent profits are excluded from charge under the foreign permanent establishments exemption. Before 6 April 2020, a non- UK resident company was not, in general, within corporation tax on a UK property business, though it could potentially instead be charged to UK income tax under the non-resident landlords scheme. From 6 April 2020, a non- UK resident company falls within corporation tax on both its UK...
Why does it matter? Corporate groups are commonplace, i.e. multiple companies under shared ownership. UK corporation tax is largely computed per company, which can, in certain cases, create inequitable tax outcomes for entities within the same group. As each company is taxed in isolation, outcomes may, in some cases, appear distortive and unfair for businesses within the same group. Consequently, the UK has introduced various tax provisions designed to remove or reduce these effects. Elsewhere, this can be addressed by taxing the whole group as a single entity. In the UK, by contrast, a suite of targeted measures grants defined reliefs to group members. Chief among these are the group relief rules, which permit companies in a group to surrender specified losses to other qualifying members, allowing groups greater flexibility in how losses are deployed than stand‑alone companies enjoy. This Practice Note sets out what...
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......
FORTHCOMING CHANGES : At Budget 2025, the government stated it intends to legislate via the Finance Bill 2026 (also called the Finance ( No 2) Bill 2024–26) to introduce fresh HMRC powers to combat fraud by firms operating under the CIS. Drawing from the VAT rules that limit input tax recovery where a supplier knew, or ought to have known, that a supply was linked to the fraudulent evasion of VAT, the forthcoming CIS provisions will: enable the instant removal of a business’s gross payment status render a business accountable for tax lost, and permit a penalty of 30% of the lost tax to be charged to the business, its directors and other connected individuals where it is demonstrable that the business knew, or should have known, it entered a transaction tied to the fraudulent evasion of tax In addition, the...
STOP PRESS: Abolition of non-dom regime and introduction of residence-based IHT regime Finance Act 2025 ( FA 2025), which received Royal Assent on 20 March 2025, enacts the ending of the remittance basis of taxation and introduces a residence-based system from 6 April 2025. FA 2025 also removes domicile as the principal criterion for determining inheritance tax liability. Further measures include updates to the rules for excluded property, the ending of protected settlements status for offshore trusts, and revisions to overseas workday relief. For detailed guidance, see Practice Notes: The abolition of the remittance basis of taxation from 2025–26 and A new residence-based regime for IHT from 2025–26. See also: Finance Bill Tracking Service: Key dates ( Finance Bill 2025) and Finance Act 2025. Summary of key reporting obligations This Practice Note reviews a range of tax and regulatory frameworks that require...
This Practice Note sets out a series of example questions to gather information from the parties, for the purpose of drafting a merger notice to be submitted to the Competition and Markets Authority ( CMA). In practice, parties planning to notify a merger will engage with the CMA’s current notification process, which typically involves filing a case team allocation form ahead of notification and carefully preparing the draft merger notice by reference to the CMA’s merger notice template. Note—the information request will need to be adapted to reflect the specifics of the transaction, the categories of products or services involved, the level of existing knowledge about the parties, the relevant markets, and the potential effects of the proposed transaction in full, where relevant. It should also be carefully tailored to ensure that it captures all information required under the CMA’s current merger notice...
CASE HUB ARCHIVED This case hub, now archived, records the position as at the decision dated 29 July 2021; it is no longer being maintained. NOTE— appeals were lodged before the CAT by Hg Capital LLP (1419/1/12/21), Cinven ( Luxo 1) S.a.r.l (1421/1/12/21) and Mercury Pharmaceuticals Limited (1422/1/12/21). See further, timeline, commentary and related cases. Case facts Outline CMA Article 102 TFEU/ Chapter II inquiry into Advanz Pharma (formerly Concordia) concerning abuse of dominance by levying excessive and unfair prices for liothyronine tablets. Latest developments On 29 July 2021, the CMA issued an infringement decision finding that Advanz Pharma had abused a dominant position by charging excessive and unfair prices for liothyronine tablets. The CMA imposed penalties exceeding £101.4m, allocated as follows: Advanz Pharma—£40.9m Hg Capital (£8.6m) and Cinven (£51.9m)—two private equity firms that had previously owned businesses now forming part of Advanz Pharma......
Charities have access to a wide range of investments, from straightforward interest‑bearing bank accounts through to hedge funds. The tax treatment of any holding is, understandably, a vital consideration, and a charity should refer to the HMRC list of ‘approved investments’ when forming its investment strategy. See Charity investment - definitions. Possible investments The Charity Commission identify several possible investment options. These, among others, include: derivatives private equity underwriting hedge funds buildings or land common investment funds Specific investment characteristics When choosing where to invest, trustees should always remain mindful of their duties in relation to investments. The Charity Commission state that investments can be a major source of funding; however, investing also exposes charities to risks which, if not properly managed, can affect not only the charity but also public trust and confidence in the sector at large. For this...
This Practice Note addresses the UK activities gateway and safe-harbour under the controlled foreign company ( CFC) regime. As set out in the meaning of gateways, a CFC tax charge applies solely where profits are routed through the CFC charge gateway. A CFC’s assumed total profits ( ATP) reach the CFC charge gateway only where they first pass the chapter 3 gateway and/or one of the gateways in chapters 4–8 of Part 9A of the Taxation ( International and Other Provisions) Act 2010 ( TIOPA 2010). When does the chapter 4 UK activities gateway need to be considered?......
TUPE and pensions When a public service moves from central government to a contractor in the private sector, particular safeguards typically apply to the pension entitlements of staff who transfer. Those safeguards were first set out in Annex A to HM Treasury’s guidance ‘ Staff Transfers From Central Government: A Fair Deal for Staff Pensions’ (the old Fair Deal). The old Fair Deal extended protections beyond the minimum required under the Transfer of Undertakings ( Protection of Employment) Regulations 2006 ( TUPE), SI 2006/246, the Pensions Act 2004, ss 257–258, and the Transfer of Employment ( Pension Protection) Regulations 2005, SI 2005/649. For added detail on TUPE, see TUPE—what pension benefits should the transferee provide? and TUPE and Beckmann—the pensions exception. Old Fair Deal—interaction with Fair Deal 2013 and when it applies The old Fair Deal was published in June 1999 and applies solely to central...
When an individual disposes of an asset and realises a profit of a capital nature, a taxable capital gain may arise. In determining whether a charge to tax is triggered, consider: whether the asset, the act of disposal, and the disposer are of kinds within CGT’s scope whether the ‘consideration minus costs’ computation in Practice Note: How is a capital gain calculated? produces a positive figure whether any exemption or relief is available whether losses exist to set off against the gain These points are outlined below. For what distinguishes capital from revenue profits, see Practice Note: Taxation of trading profits—basis, receipts and deductions— Receipts— Capital v revenue. Note that particular corporate tax regimes override the chargeable gains rules in some cases, notably the intangible fixed asset rules and the loan relationships rules. For more detail, see: Intangible fixed assets and...
Tax relief for expenditure on fixtures A taxpayer can often obtain tax relief for expenditure on fixtures by claiming plant and machinery allowances. For wider guidance on the availability of plant and machinery allowances in general, see Practice Note: Plant and machinery allowances—types and rates, and for further detail on how allowances are claimed and calculated, see Practice Notes: How plant and machinery allowances are claimed—income tax and How plant and machinery allowances are claimed—corporation tax. To qualify for allowances, expenditure on fixtures must satisfy the same conditions that apply to other categories of plant, together with additional rules that are specific to fixtures......
ARCHIVED: This archived Practice note reviews business investment relief ( BIR), the form of remittance relief or exemption available where a qualifying investment is made. It explains what amounts to a ‘qualifying investment’, identifies who is eligible to invest, and states the deadline for deploying the funds. It also discusses anti-avoidance measures together with the operation of the advance assurance facility. STOP PRESS: Abolition of the non-dom regime and introduction of a residence-based IHT regime. The Finance Act 2025 ( FA 2025), which received Royal Assent on 20 March 2025, legislates to abolish the remittance basis of taxation and to institute a residence-based system with effect from 6 April 2025. FA 2025 likewise replaces domicile as the principal test for inheritance tax liability. Other reforms include: amendment of the rules determining excluded property status, the abolition of protected settlements status of offshore trusts, and ...
This Practice Note serves as a practical ‘how to’ for delivering a compliant B2C telephone and print direct marketing campaign, and points you to relevant materials. It distils the key principles and legal rules governing direct marketing, and explains how they affect print and telephone activity. It also offers hands-on advice on the steps and issues to weigh up before dispatching marketing mailings or placing marketing calls to consumers. Given the variety of routes available for a direct marketing initiative, different legal considerations may arise depending on the campaign’s design, the copy used, the exact media chosen and the jurisdictions in scope. This Practice Note does not cover digital forms of direct marketing, such as social media advertising, mobile and virtual advertising. For a ‘how to’ on running a compliant direct marketing campaign in a digital setting, see Practice Note: How to run a...
ARCHIVED : This Practice Note has been archived and is no longer maintained. It addresses jurisdictional questions that arise in UK IP disputes, with particular emphasis on the EU jurisdiction regime and the construction of Regulation ( EC) 44/2001 ( Brussels I) and Regulation ( EU) 1215/2012 ( Brussels I (recast)). It also considers the jurisdiction of the courts in the UK. The Note sets out the position for patents, trade marks, copyright and design rights, and signposts more specialist notes in those IP areas where appropriate. It introduces concepts relating to jurisdiction only (not applicable law). Although IP rights are protected on a national or regional territorial basis, the character of the subject matter (eg inventions, written works, etc) enables, in the internet age, almost instantaneous cross-border movement. Accordingly, deciding whether the English court has jurisdiction over an IP...
This archived user guide This archived user guide offers guidance and practical tips on using Lexis+® UK Corporate’s AGM share capital authorities calculator ( Calculator), suitable for listed and unlisted public companies, as well as AIM companies. It also contains a number of worked examples and example reports. Under the Companies Act 2006 ( CA 2006), a company must obtain shareholder approval, by special or ordinary resolution, to authorise directors to undertake specified actions concerning the company’s share capital. In most cases, the shareholders of a public company grant these authorities each year at the annual general meeting ( AGM), which every public company is required to hold. For details on AGMs, see: Calling an AGM—overview and Holding an AGM—overview......
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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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