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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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This Practice Note examines market trends in IPOs and secondary offers that completed on the Main Market of the London Stock Exchange and AIM in 2024. For deeper analysis and further insight into UK equity capital markets trends from our external contributors, see our Market Standards ECM Trend Report 2024. Click here to download the complete report in a shorthand format. For general guidance and background on IPOs and secondary offers, see Practice Notes: IPOs—fundamentals and Undertaking a secondary offer—fundamentals. IPOs IPO activity stayed muted on the London Stock Exchange in 2024, with a total of 17 deals—26% lower than 23 in 2023. On the Main Market, the number of IPOs declined by 50% year on year. Nevertheless, several notable companies came to market, including Raspberry Pi and Applied Nutrition, the latter being the first company to list under the new commercial companies listing...
ARCHIVED Lexis+® UK Corporate undertook research to analyse trends across equity capital markets ( ECM) transactions in 2019, using ECM activity from 2018 and 2017 for comparison. Background and approach We examined 233 IPOs in total—131 on the Main Market and 102 on AIM. The review excludes introductions and transfers from AIM to the Main Market. Market capitalisation was calculated at the opening price on the day of admission. Where gross proceeds are stated, these represent sums received by the company, not any selling shareholders. Percentages have been rounded up or down as appropriate and, as a result, aggregates may not equal 100%. This examination of 2019 IPOs sits within our annual trend report, which seeks to shed light on the current dynamics of UK ECM activity. Other components of our 2019 trend report...
This Practice Note This Practice Note supplies links to UK Intellectual Property Office ( IPO) resources covering intellectual property ( IP) rights across a range of key markets. These are available via the IPO’s International IP service page. The IPO has issued the following country guides, which provide advice on managing IP in specific overseas markets: IP ......
STOP PRESS : Major updates to the UK prospectus framework took effect on 19 January 2026. The fresh regime for public offers of securities and admissions to trading in the UK is chiefly contained in the Public Offers and Admissions to Trading Regulations 2024, SI 2024/105 (the POATRs), alongside the FCA sourcebook, The Prospectus Rules: Admission to Trading on a Regulated Market ( PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules have been revoked. These changes aim to streamline capital raising and markedly cut the instances when a company must produce an FCA-approved prospectus for a subsequent share issue. For comprehensive details of the amendments, see Practice Note: UK prospectus regime reform. This Practice Note sets out the prospectus framework that applied before 19 January 2026. The UK has for many years been a favoured venue for both domestic and...
Introduction Valuation is needed at multiple stages in an IP asset’s life for diverse aims, including business or IP disposals, joint ventures, litigation outcomes, insolvency, financial reporting and tax matters (such as transfers between connected parties and transfer pricing). In every instance, a market value or arm’s length figure—or an arm’s length royalty for a licence—must be derived for a hypothetical transaction, ignoring owner‑specific synergies. There is no universal method; the chosen approach should reflect the putative deal and the level of robustness required, which depends on the asset’s significance, the nature of the transaction and the reason for valuing (eg loan security or a critical patent transfer). Comparison approach: references prices, bids or offers for comparable IP, often via specialist databases; typically a corroborative check due to scarce, non‑identical data and undisclosed...
Investment trust An investment trust is a collective investment vehicle structured as a listed, UK tax-resident public limited company. Despite the label, in legal terms an investment trust is a company rather than a trust. The expression stems from a period when these vehicles were established as trusts, but they later converted to limited companies and therefore are no longer trusts in any legal sense. Where HMRC grants approval to an investment trust, it can access certain UK tax advantages. This Practice Note sets out the eligibility criteria that must be met for a fund to obtain approval as an investment trust for UK tax purposes. It also addresses the continuing requirements that must be satisfied in every accounting period for which the vehicle holds that approval......
An investment trust is a collective investment vehicle structured as a quoted UK tax-resident company. Despite the name, it is not a trust in legal terms. Where HMRC approval is obtained, investment trusts benefit from exemption from tax on chargeable gains. For further detail on what investment trusts are, as well as the qualifying conditions and ongoing obligations they must meet, see Practice Note: Tax and investment trusts—what are investment trusts? This Practice Note sets out the specific tax rules for approved investment trusts in relation to: tax on chargeable gains tax on income, in particular the treatment of: distributions received trading versus investment transactions loan relationships and derivative contracts holdings in...
To secure, and then retain, approval as an investment trust for UK tax, a company must meet specific eligibility tests set out in the Corporation Tax Act 2010 ( CTA 2010), and comply with a range of continuing obligations under the Investment Trust ( Approved Companies) Tax Regulations, SI 2011/2999 (the Investment Trust Regulations). For further detail on those tests and obligations, see Practice Note: Tax and investment trusts—what are investment trusts? This Practice Note explains the consequences where an approved investment trust breaches any of those eligibility tests or does not satisfy one or more of the continuing obligations. It also describes the position where an approved investment trust submits returns on the footing that it is not an approved investment trust for tax purposes. For guidance on applying for investment trust approval, see Practice Note: Tax and investment...
STOP PRESS: On 28 April 2025, the UK government released draft changes to domestic tax legislation to refresh the rules on permanent establishments ( PE) and to update the Investment Manager Exemption ( IME). Stemming from a 2023 consultation and wide-ranging dialogue with industry participants, the proposals acknowledge that elements of the UK’s PE and IME regimes—now more than two decades old—no longer align with the practicalities of today’s asset management landscape. Comments on the consultation are sought by 7 July 2025. For further details, see: Open consultation: Reform of UK law in relation to transfer pricing, permanent establishment and Diverted Profits Tax. The core aim of the investment manager exemption ( IME) is to ensure a UK-based investment manager ( IM) is not treated as a branch or agent of a non-resident client when executing investment trades for that client. Absent the IME, where the...
Intra-group reorganisation In essence, an intra-group reorganisation entails transferring assets among entities that sit within the same corporate family. Such reshaping can require forming new group companies and winding up legacy companies where necessary. This Practice Note explores the principal IP and IT points to assess during an intra-group reorganisation, including pertinent licensing matters. Although these projects are, by definition, internal exercises, they must be executed with proper care. Insufficient diligence can imperil asset value, hinder later restructurings or prospective dealings with external parties, and trigger unwelcome tax exposures. Intra-group changes may take a wide variety of shapes, from simple adjustments to highly intricate programmes. Ultimately, the chosen structure will be driven chiefly by the underlying commercial rationale, together with the reasons for the exercise, the broader internal context in which it sits, and its aims......
STOP PRESS: On 19 June 2025, the Data ( Use and Access) Bill obtained Royal Assent, becoming the Data ( Use and Access) Act 2025 ( DUAA 2025), with elements taking effect that day. Measures addressing, among other things, responses to data subject access requests and the grant of powers to make further regulations commenced immediately on 19 June 2025. Other elements, including notices issued by the Information Commissioner and certain facets of law enforcement processing, began on 19 August 2025, two months after Royal Assent. The bulk of DUAA 2025 requires additional regulations, in the form of statutory instruments, before those provisions can start. Part 5 of DUAA 2025 revises aspects of the UK’s data protection and e Privacy framework, covering the United Kingdom General Data Protection Regulation, Assimilated Regulation ( EU) 2016/679 ( UK GDPR), the Data Protection Act 2018, and the...
This Practice Note offers practical guidance on using the green lane under the UK Internal Market Scheme for moving goods to and from the UK and Northern Ireland. Introduction Under the UK– EU Trade and Cooperation Agreement, the UK and EU adopted the Protocol on Ireland/ Northern Ireland, which addressed trade matters to protect the Good Friday Agreement. It recognised that Northern Ireland forms part of the UK’s customs territory. Despite this, many businesses encountered difficulties when shipping goods between the UK and Northern Ireland, even where consignments were duty free. This stemmed from those goods being treated as if crossing an international border and therefore falling under customs controls, including multiple declarations, inspections and, where applicable, rules of origin obligations. For guidance on the Protocol, see Practice Note: Trade in goods with Northern Ireland. To resolve these challenges, the Windsor Framework was agreed to create a fresh...
This Practice Note offers practical guidance on the United Kingdom Internal Market Act. It outlines the rules securing access across all parts of the UK market for goods, services and professional qualifications. It also covers monitoring of the internal market, trading with Northern Ireland, financial assistance and subsidy control. Introduction Following the UK’s exit from the EU on 31 January 2020, the government made a ‘market access commitment’ to guarantee the free movement of goods and services throughout the UK (the Internal Market). That commitment is enacted through the United Kingdom Internal Market Act 2020 ( UKIMA 2020). It aims to keep a coherent internal market by placing mutual recognition and non-discrimination in law. The commitment applies to goods, services and professional qualifications, as codified in UKIMA 2020 via market access principles for mutual recognition and...
This Practice Note offers practical guidance on interim review investigations concerning anti-dumping duties. It outlines the legal foundation for an interim review, the application and initiation of an interim review, and how an interim review is conducted. Legal basis for an interim review Application and initiation of an interim review Conduct of an interim review Introduction The World Trade Organization’s ( WTO) Agreement on the Implementation of Article VI of the General Agreement on Tariffs and Trade 1994 (the ‘ Anti-dumping Agreement’) provides for several reviews that may arise during the life of anti-dumping duties. One such review is commonly known as an interim review, or a changed circumstances review. The aim of an interim review is to address situations where retaining anti-dumping duties is no longer warranted, or where the duties should be increased. In the first case, this...
This starter guide offers a primer on IP law. It is designed for trainee solicitors and anyone new to IP as a practice area. Inside you’ll find links to key IP materials on Lexis+® UK, alongside other Lexis+® UK resources that expand on the subjects discussed. Guidance is included on subscribing to the daily and weekly IP news alerts from Lexis+® UK. Newcomers will also find the Overviews within each IP subtopic helpful. These summaries outline the law for a specific right or issue and signpost relevant content within that subtopic to aid navigation. For example: Copyright & associated rights—overview and Copyright disputes—overview. If this guide does not address a point, you can explore additional Lexis+® UK material within the IP practice area. What do IP lawyers do? IP deals with intangible rights—copyright, database right, designs, trade marks and patents—and the legal frameworks that protect them. The field...
This Practice Note This Practice Note sets side-by-side patents, supplementary protection certificates ( SPCs), trade secrets, copyright, database rights, design rights, trade marks and the tort of passing off, measured against: how protection comes about, what is covered (including, e.g. originality/novelty thresholds), length of protection, geographic scope, ownership, infringement, available defences, and threats provisions. It then weighs the principal pros and cons of each form of IP. The emphasis is on rights operating in the UK. After Brexit, the UK ceased to participate in the EU trade mark ( EUTM) and EU designs regimes. Those regimes confer unitary rights spanning the EU Member States. Nonetheless, as outlined in greater detail below, arrangements exist for comparable UK rights to be established. This Practice Note does not examine the EUTM and EU designs regimes in depth. For further reading, see: Trade marks ( EU...
Changes to intellectual property ( IP) law from 1 January 2021 Before considering how IP law applies to medical devices, it is worth noting the position as at 31 December 2020 ( IP completion day). The key development concerns EU trade marks ( EUTMs) and registered Community designs ( RCDs). From 1 January 2021, proprietors of EUTMs and RCDs that were already registered and published automatically acquired equivalent, registered and enforceable UK rights ( UK comparable rights). Entries on the EUIPO register were effectively cloned onto the UKIPO register. These UK comparable rights were created automatically and at no charge to the rights holder. They preserve the filing date and, where relevant, the priority date of the original EUTM or RCD. They are independent of the EU rights and can be assigned or licensed on a...
ARCHIVED: This Practice Note has been archived and is not maintained. IP law is among the most deeply harmonised branches of law within the EU, with much of the framework stemming from the EU through directives or regulations. For instance, EU rules allow applicants to obtain EU trade mark ( EUTM) and design registrations that deliver unitary protection across every EU Member State, as well as safeguarding unregistered designs on an equally extensive basis. Significant efforts have aimed to create uniform systems for the protection and enforcement of such rights throughout the EU, and many businesses have capitalised on the harmonised system to secure broad and cost-effective protection for their trade mark, design and other rights. Accordingly, the UK’s choice to depart the EU carries, potentially, a substantial impact for right holders. At 11 pm on 31 December 2020, the...
STOP PRESS The Financial Services and Markets Act 2023 ( FSMA 2023) revokes the 2004 Regulations ( SI 2004/353) with effect from a date still to be appointed, alongside a range of other EU‑derived legislation. The government does not intend to begin revoking individual EU‑derived instruments and provisions unless the regulators have prepared and consulted on rules that are ready for enforcement, and only where it is appropriate that the provisions are replaced with rules. FSMA 2023 also updated the UK’s insolvency regime for insurers, both to clarify certain points and to widen the protections available to an insurer and its policyholders undergoing insolvency or write‑down procedures—the government consulted on these measures in 2021, and published its response in April 2022 (see News Analysis: Financial Services and Markets Bill sets out post‑ Brexit framework for UK financial services, and LNB News...
This Practice Note explores the obligations contained in Chapter 13 of the Financial Conduct Authority ( FCA)’s Senior Management Arrangements, Systems and Controls sourcebook ( SYSC 13), and offers insurers direction on setting up and sustaining robust systems and controls to manage operational risk. Purpose of SYSC 13 SYSC 13 is intended to assist with the interpretation of SYSC 3.1.1 R and SYSC 3.2.6 R, which prescribe how firms should establish and maintain systems and controls for the management of operational risk. The chapter addresses systems and controls for risks arising across any aspect of a firm’s operations, but it does not extend to systems and controls for credit, market, liquidity or insurance risk. Firms should also take account of the operational risk provisions in the FCA’s Conduct of Business sourcebook ( COBS), SYSC 14 (risk management and associated systems and controls for...
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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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