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Introduction to statutory interpretation The aim of statutory interpretation is to determine the legal meaning of a statute, that is, the sense that expresses the legislator’s intention. The clearest guide to that intention is the statutory wording itself, read in its context and with its overall purpose in mind, and its broader legislative setting. Courts should seek to fulfil the purpose of legislation by construing its language, so far as they can, in the manner that most effectively serves that purpose. Put differently, the courts’ default method is purposive, and every enactment is to be construed with that end in view. There is a starting presumption that the grammatical and ordinary sense of an enactment reflects the meaning intended by the legislator. Where an enactment reasonably bears only a single meaning, and no other interpretative tools or
This Practice Note addresses identifying a fiduciary, fiduciary duties and obligations, the no conflict rule, the no profit rule, a fiduciary's duty of confidence, and the remedies available for breach of fiduciary duty. Who is a fiduciary? There is no definitive catalogue of relationships that give rise to fiduciary obligations at common law in every situation universally. Certain relationships are inherently fiduciary, eg trustee and beneficiary, solicitor and client, principal and agent, business partner and co-partners, together with mortgagor and mortgagee. The obligations of some fiduciaries have been set out in statute; for instance, trustees owe a statutory duty of skill and care under section 1 of the Trustee Act 2000 (TrA 2000), and directors' relationships with their companies are addressed in the Companies Act 2006 too. For guidance on directors' fiduciary duties, see Practice Note: of directors for further detailed
Definition of ADR Alternative dispute resolution (ADR) is defined in the CPR Glossary as a collective label for methods of settling disputes other than through the usual trial process. Some courts adopt the term ‘negotiated dispute resolution’ (NDR) to describe resolution by alternative means; for ease, this Practice Note uses ADR. For guidance on how ADR is addressed in the various court guides, see Practice Note: ADR and NDR in the court guides. In essence, ADR is a means of resolving a dispute outside the court system. It typically involves a neutral third party who either helps the parties reach a negotiated outcome, or issues a determination of the dispute that is legally binding. A binding result can follow where the agreement to refer the dispute to ADR so provides. There are multiple forms of ADR processes. For an outline of the different types and their
In brief The British constitution is uncodified, meaning it does not spring from a single constitutional document or code. It draws on a wide range of written and unwritten sources. Alongside the principal written sources of law in England and Wales—legislation (which has also introduced international and human rights principles into our constitution) and the common law—the constitution also rests on two further unwritten bases within this system: the prerogative, and non-legal constitutional conventions. In addition, on one view the basic or prevailing principle of our constitution, Parliamentary sovereignty, is ultimately grounded in political fact rather than in law. Legislation Legislation is the foremost source of constitutional law. Acts of Parliament may set out detailed constitutional rules, or even pass authority to create them to ministers or to others. Under the doctrine of Parliamentary sovereignty, legislation is traditionally regarded as taking precedence over any other form or kind of
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Appeals filed before 2 December 2024 This Practice Note is limited to: appeals to the Supreme Court that were already ongoing prior to 2 December 2024; and applications seeking permission to appeal and notices of appeal lodged before 2 December 2024, unless the court or the Registrar orders that the SCR should govern ( SCR 62). Appeals lodged before 2 December 2024 fall under the Supreme Court Rules 2009 (now revoked) and the accompanying Practice Directions, as they stood up to that date. Within this Practice Note, references to those instruments appear as ‘old SCR 23’ and ‘old SCR PD 2’. Copies of those Rules and Practice Directions can be found here: Appeals filed on or after 2 December 2024 Matters outside the categories listed above (or where the court or Registrar has determined that the SCR applies) are governed by the SCR and the related Practice...
This Practice Note outlines how to initiate and manage an appeal in the Supreme Court ( UKSC) where no permission to appeal is required. It explains the Notice of Appeal, detailing what must be included, the required format, and the processes for filing and service. It further covers the notice of intention to proceed after permission has been granted, together with the respondent’s acknowledgement of a notice of appeal or notice of intention to proceed. It also addresses the documents for the appeal hearing, including the agreed statement of relevant facts and issues and any appendix, as well as arranging the date for the substantive hearing. Finally, it prescribes the rules governing the form, content, filing and service of the appellants’ and respondents’ cases for the appeal hearing. Appeals filed before 2 December 2024 This Practice Note applies only to: appeals to the Supreme Court which were...
ARCHIVED: this Practice Note is not maintained and is provided for background reference only. In addition, some links may not take you to the provisions as they stood when the guidance in this Practice Note was published. A varied slate of Supreme Court rulings in 2016—what should you know? Throughout 2016 there were notable decisions across multiple areas, with clear divisions among our most senior judges frequently on display. In this overview of 2016, we look at: rescinding a settlement on the basis of deceit ( Hayward v Zurich) (see below) fraudulent presentation in insurance claims ( Versloot v HDI) (see below) unjust enrichment claims affected by illegality ( Patel v Mirza) (see below) malicious prosecution in civil proceedings ( Willers v Joyce) (see below) the ‘close connection’ test for vicarious liability ( Mohamud v WM Morrison) (see...
Offering share options to employees internationally Firms with staff spread worldwide must decide how consistent and harmonised their employee share option scheme should be. It is not a yes-or-no choice, but a spectrum. The decision involves weighing administrative simplicity and fairness against meeting local obligations and expectations in each location. At one end sits a rigid single-plan-for-all with no local tailoring; moving along the range you permit degrees of localisation, through to the far end where there might be a distinct plan per country (or clusters of countries). Each point on that continuum alters effort and the plan’s operation in practice. A universal model is often simpler to run, delivering uniformity and parity among employees, yet it may trigger local compliance challenges. Creating separate local plans enables a business to satisfy domestic requirements and align with employee expectations. The downside is divergent...
This Practice Note covers structures and buildings allowances ( SBAs), being allowances for capital outlay on non-residential structures and buildings that are constructed, refurbished or converted on or after 29 October 2018. SBAs may apply where plant and machinery allowances do not. In the Corporate Tax Roadmap issued alongside the Autumn Budget 2024 on 30 October 2024, the government confirmed it would preserve the structures and buildings allowance for the remainder of this Parliament. There are specific provisions for SBAs in freeports—see Practice Note: Freeports in England—tax features—as well as for SBAs in investment zones. Qualifying expenditure SBAs are available for capital expenditure incurred on or after 29 October 2018 on: the construction of a non-residential building or structure, provided construction activity commenced on or after 29 October 2018 and no contract for works to be undertaken in the course of...
Every company, other than those qualifying as small, is required to produce a strategic report for each financial year. This Practice Note outlines the obligations in sections 414A to 414D of the Companies Act 2006 ( CA 2006), setting out what a company must include when preparing a strategic report within its annual report and accounts for each financial year. In February 2026, the Financial Reporting Council ( FRC) refreshed its Guidance on the Strategic Report ( FRC Guidance) (see FRC Guidance on the Strategic Report below). Government withdraws draft corporate reporting regulations In October 2023, the UK government stated it would withdraw the draft Companies ( Strategic Report and Directors’ Report) ( Amendment) Regulations 2023, following consultation with businesses that highlighted worries about extra reporting burdens. The draft legislation, presented to Parliament in July 2023, would have introduced several new corporate reporting duties for very large UK...
STOP PRESS: In 2024, the Financial Reporting Council ( FRC) initiated a review of the UK Stewardship Code. The opening phase centred on targeted outreach designed to test whether asset managers, asset owners and other signatories are using the current Code in ways that deliver stronger stewardship outcomes through engagement with issuers across all asset classes in particular. Acting on the feedback received, the FRC introduced measures to lighten the reporting burden for signatories to the UK Stewardship Code, with those changes coming into force on 31 October 2024. The second phase took the form of a public consultation, which was launched on 11 November 2024 and closed on 19 February 2025. A revised UK Stewardship Code was published on 3 June 2025, with implementation and the first reporting cycle planned for 2026 thereafter. For further information, see LNB News 27/02/2024 16, LNB News...
Residence The UK’s first formal tax residence test for individuals, the statutory residence test ( SRT), came into force on 6 April 2013. Before that date, whether someone was tax resident in the UK was decided through a mixture of case law, practice and HMRC guidance, which produced significant uncertainty—see Practice Note: Residence before 6 April 2013 [ Archived]. This Practice Note: explains the principal features of the SRT, and summarises: the basic rule the automatic overseas tests the automatic UK tests the sufficient ties test This Practice Note, and the additional Practice Notes on the SRT, provide only a summary and are not comprehensive. Inevitably, some...
Practice Note overview This Practice Note addresses key aspects of the tax regime for statutory (ie, dividend) demergers, specifically: the anti-avoidance provisions on chargeable payments the clearance and notification procedures For background on why a company might undertake a demerger, and an outline of alternative demerger structures, see Practice Note: Demergers—an introduction to the tax issues. For details on: what a statutory demerger involves how the direct and indirect routes differ when a company may choose a statutory demerger the procedural steps the tax consequences and the importance of qualifying as an exempt distribution see Practice Note: Statutory demergers. For a precedent clearance application for a statutory demerger, refer to: Precedent: Clearance letter—statutory demerger. Chargeable payments A distribution made pursuant to a statutory demerger should be treated as exempt (ie, an exempt distribution) and, accordingly, should not give rise to a charge to...
At 11pm UK time on 31 January 2020 (exit day), the United Kingdom formally departed the European Union pursuant to a duly ratified Withdrawal Agreement concluded between the UK and the EU. The EU now treats the UK as a ‘third country’, ie a state that is neither an EU Member State nor a member of the European Free Trade Association ( EFTA). Throughout the implementation period (up to 11pm UK time on 31 December 2020), the UK and the EU worked diligently to negotiate and conclude an agreement intended to govern their future relationship. A political declaration set out the framework for that future relationship, with its detailed terms settled by the parties at the same time as the Withdrawal Agreement. The EU– UK Trade and Cooperation Agreement ( TCA), ie the post- Brexit trade accord between the UK and the EU, was...
Brexit impact The UK ceased to be an EU Member State on exit day, 31 January 2020. Under the Withdrawal Agreement, the state pension and benefit rights of UK nationals residing in the EU, European Economic Area ( EEA) or Switzerland are protected. See: Benefits and pensions for UK nationals in the EU, EEA or Switzerland. Likewise, information on the entitlements of EEA and Swiss citizens to UK benefits and state pensions is set out at: Benefits and pensions for EEA and Swiss citizens in the UK. State pensions A state retirement pension depends on an individual’s National Insurance ( NI) contribution record and may consist of up to three elements: the basic old age pension the State Second Pension ( S2P—formerly the State Earnings Related Pension Scheme, SERPS) the graduated pension Payments are generally made gross, with tax collected through Pay As You Earn ( PAYE) against a...
Note: The Start-up route ceased accepting fresh applications on 13 April 2023 (other than where supported by endorsements dated before that day and already obtained). Therefore, anyone seeking to use this route must hold a valid Home Office endorsement issued strictly on or before 12 April 2023. Applications under this category must be lodged within three months of the endorsement date, calculated from the date shown. Consequently, the final day on which an application could be submitted under this route is 12 July 2023. The Innovator Founder route is now the primary pathway for those wishing to establish a business in the UK. For more details, see Practice Note: Applying under the Innovator Founder route for further information. Background The Start-up route entered the Immigration Rules (the Rules) on 29 March 2019. Alongside the Innovator route, it superseded the Tier 1 ( Graduate...
An individual applying for entry clearance, leave to enter, or leave to remain as a standard visitor may appeal if the refusal also amounts to rejecting a human rights claim. As a rule, the Home Office is slow to acknowledge that a visit application engages a human rights claim. Some scenarios plainly do, for example where an overseas national seeks permission to attend care proceedings or an inquest in the UK; however, in numerous applications the impact of refusal—like missing a family holiday—will not be grave enough to trigger ECHR protections. Accordingly, applicants should, so far as possible, ensure visit visa applications satisfy the standard rules and link any human rights representations to the usual Home Office visitor guidance. As explained in Practice Note: Rights of appeal, this reflects the Home Office’s broader stance since the Immigration Act 2014 came into force, whereby it...
This Practice Note sets out frequent pitfalls linked to applications made under the visitor (standard) immigration route that can trigger closer examination of a case and/or lead to refusal. Such pitfalls often relate to matters that may undermine an applicant’s credibility as a genuine visitor. Credibility Many rules in this route focus on an individual’s subjective intentions: to be a genuine visitor, not to work, to depart at the end of the trip, and not to make the UK their base. Demonstrating credibility is crucial for a business visitor and for anyone planning to undertake study. The Home Office will examine the person’s overall situation to decide whether what they intend to do in the UK aligns with the wider evidence. The Home Office’s visit guidance explains to officials how to judge whether an applicant is a genuine visitor. It indicates that the factors for...
ARCHIVED: Lexis+® UK Corporate examined market trends in equity capital markets ( ECM) transactions in 2019 Background and approach This review considers the 22 companies that joined the standard segment of the Official List in 2019, whether via IPO, introduction or transfer from AIM. It sits within our annual trend report, intended to provide insight into the prevailing dynamics of UK ECM activity. IPOs in 2019— Main Market and AIM [ Archived] Secondary Offers in 2019— Main Market and AIM [ Archived] Risk factor disclosure in 2019 IPOs [ Archived] Legal and regulatory developments in Equity Capital Markets 2019 [ Archived] Introduction to standard listings Before harmonisation of certain key elements of capital markets regulation across the EU, the UK listing framework was divided into primary and secondary listing categories. A primary listing served as the main category for UK and overseas issuers able to meet the...
Stamp duty land tax ( SDLT) For fuller guidance on what constitutes a chargeable transaction, including the definition of a chargeable interest and the point at which it is acquired, consult the Practice Note: Land transactions, chargeable interests and chargeable transactions for details. Territorial scope of SDLT SDLT no longer applies to any land transaction involving interests in or over land in Scotland with effect from 1 April 2015. From that date, land and buildings transaction tax ( LBTT) applies to those transactions, subject to transitional provisions (see Scotland—land and buildings transaction tax ( LBTT) below). SDLT likewise ceased to apply to any land transaction involving interests in or over land in Wales from 1 April 2018. From that date, land transaction tax ( LTT) applies to such transactions, subject to transitional provisions (see Wales—land transaction tax ( LTT) below). As a result,...
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: From 2027, stamp duty and SDRT are set to be replaced by a single, self-assessed levy on securities—the securities transfer charge ( STC)—which will be paid (and reported) through a new online portal. In general terms, the STC’s core features will mirror the proposals for that regime outlined in the 2023 consultation. Finance Bill 2026 ( FB 2026) grants, with effect from Royal Assent, a power for secondary legislation to be made so that taxpayers can try out the new digital service by self-assessing their stamp taxes on securities obligations and by reporting transactions electronically via that service. For further details on the modernisation of stamp taxes on securities, see: News Analyses: Budget 2025— Tax analysis— Stamp and transfer taxes Tax update spring 2025— Stamp taxes on shares...
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: In 2027, stamp duty and SDRT are set to be replaced by a single self-assessed securities tax—the securities transfer charge ( STC)—to be paid and reported via a new online portal. The STC’s key features will largely reflect the proposals consulted on in 2023. Finance Bill 2026 ( FB 2026) grants, from Royal Assent, a power to make secondary legislation so taxpayers can pilot the digital service, self-assess their stamp taxes on securities liabilities, and submit transactions electronically. For further details on the modernisation of stamp taxes on securities, see: News Analyses: Budget 2025— Tax analysis— Stamp and transfer taxes Tax update spring 2025— Stamp taxes on shares modernisation Tax update spring 2025— Tax analysis— Stamp and transfer taxes TAMD 2023— Stamp taxes on shares...
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework In 2027, stamp duty and SDRT are set to be superseded across the regime by a single, self-assessed levy on securities transactions—the securities transfer charge ( STC)—to be both paid and reported via a new online portal as part of a modernised system. The STC’s core elements will broadly mirror the proposals for that regime set out in the 2023 consultation. Finance Bill 2026 ( FB 2026) confers a power that takes effect on Royal Assent, permitting delegated legislation to be made in due course which will enable taxpayers to trial the new digital service by self-assessing their stamp taxes on securities obligations, and to submit transaction details electronically using a digital service. For further information on the modernisation of stamp taxes on securities, please see News Analyses: Budget 2025— Tax analysis— Stamp and...
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: From 2027, stamp duty and SDRT will be superseded by a single, self-assessed charge on securities—the securities transfer charge ( STC)—with payment and reporting handled via a new online portal. In substance, the STC is intended to reflect, in large part, the options trailed in the 2023 consultation. Finance Bill 2026 ( FB 2026) includes a power, commencing on Royal Assent, to permit secondary legislation that will allow taxpayers to trial the digital service by self-assessing their stamp taxes on securities liabilities and by submitting details of transactions electronically through that digital platform. Further background on the programme to modernise stamp taxes on securities can be found in: News Analyses: Budget 2025— Tax analysis— Stamp and transfer taxes; Tax update spring 2025— Stamp taxes on shares...
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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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